Negotiating Health Care Joint Ventures

Jennifer C. Hutchens co-presented an in-depth program on negotiating health care joint ventures.

The key business terms of health care equity joint ventures, including important governance terms sometimes overlooked when the early focus is on economic terms were highlighted. Also addressed were regulatory and compliance questions that should be considered in negotiating the terms of a health care joint venture.

This seminar covered the following topics:

• Pre-formation stage
• Formation of the joint venture, including red flags to be considered
• Due diligence for material compliance issues
• Financial obligations and capital requirements
• Distribution of cash and other assets
• Capital accounts: allocation of profits and losses
• Decision-making: governance and control
• Default/breach of a promise or duty
• Venturer exit
• Venturers as vendors, customers, or employees
• Admitting new venturers: transferring interests in the venture

The co-presenters also discussed contractual joint ventures as an alternative to equity joint ventures when regulatory considerations prevent the parties from entering into an equity joint venture. 

2.0 CLE credit hours was approved by the North Carolina State Bar.