North Carolina General Statutes 108C-10. Change of ownership and successor liability
(a) For providers subject to this Chapter, any of the following occurrences shall constitute a change of ownership:
(1) In the case of a partnership, the removal, addition, or substitution of a partner, unless the partners expressly agree otherwise, as permitted by Chapter 59 of the N.C. Gen. Stat..
Terms Used In North Carolina General Statutes 108C-10
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- following: when used by way of reference to any section of a statute, shall be construed to mean the section next preceding or next following that in which such reference is made; unless when some other section is expressly designated in such reference. See North Carolina General Statutes 12-3
- Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- property: shall include all property, both real and personal. See North Carolina General Statutes 12-3
(2) In the case of a Limited Liability Company (LLC), the withdrawal or removal of a member, or when a person acquires a membership interest from the LLC or when a business entity converts or merges into the LLC pursuant to Chapter 57A of the N.C. Gen. Stat..
(3) In the case of an unincorporated sole proprietorship, the transfer of title and property of the provider that constitute the provider’s business of providing services, goods, supplies, or merchandise to a Medicaid recipient to another party.
(4) The merger of the provider corporation into another corporation, or the consolidation of two or more corporations, resulting in the creation of a new corporation. Transfer of corporate stock or the merger of another corporation into the provider corporation shall not constitute change of ownership. Merger of related provider corporations shall not constitute a change in ownership.
(5) The lease of all or part of a provider’s facility that will continue to be utilized for the provision of services, goods, supplies, or merchandise to a Medicaid recipient shall constitute a change of ownership of the leased portion.
(b) A provider must notify the Department at least 30 calendar days prior to the effective date of any change of ownership.
(c) An assigned Medicaid administrative participation or enrollment agreement shall be subject to all applicable statutes and regulations and to the terms and conditions under which it was originally issued including, but not limited to, both of the following:
(1) Any existing plan of correction.
(2) Payment of any outstanding final overpayments, assessments, or fines owed to the Department.
(d) The Department shall not as a condition of enrollment require a provider to accept an assigned Medicaid administrative participation or enrollment agreement upon a change in ownership. (2011-399, s. 1; 2022-74, s. 9D.15(z).)