9413.1 The following shall constitute a change of ownership:

1. (a) For a Partnership, the removal, addition, or substitution of a partner, unless the partners expressly agree that the removal, addition, or substitution of a partner shall not constitute a change of ownership;
2. (b) For unincorporated sole proprietorship, the transfer of title and property to another party;
3. (c) For a Corporation (for- and non-profit), 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 does not constitute change of ownership; and
4. (d) For Leasing, the lease of all or part of a provider facility constitutes change of ownership of the leased portion.

9413.2 For the purposes of this chapter, the change in ownership occurs on the closing date, or on the effective date of the sale/transfer as otherwise indicated in the agreement between the current owner and the prospective new owner.

9413.3 All providers enrolled in District Medicaid, except for those enrolled only as ordering, prescribing, and referring providers, as described at § 9400.16, shall comply with the change of ownership requirements set forth in this section. This includes any out-of-District providers enrolled in District Medicaid, which shall be subject to the same change of ownership requirements as providers located within the District.

9413.4 Nothing in this section exempts an enrolled provider entity from compliance with the bulk sales requirements set forth in 9 DCMR § 4400.

9413.5 The current owner of an enrolled provider entity must notify DHCF of any anticipated change of ownership no fewer than thirty (30) calendar days prior to the change in ownership by completing the required notice form, available on DHCF's website at www.dc-medicaid.com, and submitting it to DHCF in accordance with the instructions provided on the notice form.

9413.6 The notice of an anticipated change in ownership referenced in § 9413.5 must include the following:

1. (a) An assurance that disclosure has been made to the prospective new owner

that the sale/transfer of the enrolled provider entity includes all known and unknown outstanding Medicaid liabilities; and

(b) An assurance that a plan has been established to ensure continuity of care for all Medicaid beneficiaries currently receiving services from the enrolled provider entity.

9413.7 The prospective new owner must successfully complete enrollment in District Medicaid, in accordance with the requirements set forth in this Chapter, before the change in ownership occurs. DHCF shall not make payments for claims submitted by a provider not enrolled in District Medicaid on the date the services were rendered, in accordance with § 9400.2.

9413.8 DHCF may authorize provisional enrollment in District Medicaid in accordance with the following requirements:

(a) Provisional enrollment is limited to a Home Health Agency or DMEPOS provider awaiting CMS approval of an application for Medicare certification;

(b) The provider must meet all other District Medicaid screening and enrollment requirements set forth in § 9400; and

(c) Provisional enrollment will be limited to a period not to exceed twelve (12) months.

9413.9 When there is a change in ownership of an enrolled provider entity, the new owner shall be subject to the following:

(a) A new District Medicaid provider ID number will be assigned to the new owner of an enrolled provider entity; however, the new owner shall not be considered a “new provider” for the purposes of determining Medicaid reimbursement rates;

(b) A provider agreement will be assigned to the new owner of an enrolled provider entity; however, the new owner shall remain subject to any and all outstanding terms and conditions contained in the existing provider agreement, including any plans of correction and pending audit findings, until such terms are satisfied; and

(c) The new owner of an enrolled provider entity shall acquire any and all outstanding Medicaid liabilities of the previous owner, including any liabilities that were unknown at the time of the sale/transfer. All Medicaid liabilities due or payments made following the change of ownership,

regardless of the date on which the corresponding service was rendered, shall be assigned to the new owner.

9413.10 DHCF reserves the right to exempt the sale/transfer of an enrolled provider entity from any of the requirements set forth in this section, including but not limited to the acquisition of outstanding Medicaid liabilities and the assignment of terms and conditions from the existing provider agreement, where DHCF determines that such exemption is in the policy interest, necessary to support continuity of care, necessary to ensure the availability of providers for a certain type of service, or for another reason as identified and approved by the Director.

SOURCE: Final Rulemaking published at 60 DCR 10041 (July 12, 2013); as amended by Final Rulemaking published at 68 DCR 4255 (April 23, 2021).