I 

117TH CONGRESS 

2D SESSION H. R. 6885 

To amend title XI of the Social Security Act to provide for the disclosure 

and analysis of certain health-related ownership information. 

IN THE HOUSE OF REPRESENTATIVES 

MARCH 1, 2022 

Ms. JAYAPAL introduced the following bill; which was referred to the Committee on Energy and Commerce, and in addition to the Committee on 

Ways and Means, for a period to be subsequently determined by the 

Speaker, in each case for consideration of such provisions as fall within 

the jurisdiction of the committee concerned 

A BILL 

To amend title XI of the Social Security Act to provide 

for the disclosure and analysis of certain health-related 

ownership information. 

1 Be it enacted by the Senate and House of Representa2 tives of the United States of America in Congress assembled, 

3 SECTION 1. SHORT TITLE. 

4 This Act may be cited as the ‘‘Healthcare Ownership 

5 Transparency Act’’. 


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1 SEC. 2. DISCLOSURE AND ANALYSIS OF CERTAIN HEALTH2 RELATED OWNERSHIP INFORMATION. 

3 (a) IN GENERAL.—Part A of title XI of the Social 

4 Security Act (42 U.S.C. 1301 et seq.) is amended by add5 ing at the end the following new section: 

6 ‘‘SEC. 1150C. DISCLOSURE AND ANALYSIS OF CERTAIN 

7 HEALTH-RELATED OWNERSHIP INFORMA8 TION. 

9 ‘‘(a) REQUIRED DISCLOSURE OF CERTAIN HEALTH10 RELATED PRIVATE EQUITY OWNERSHIP INFORMA11 TION.—The Secretary shall issue rules to require a cov12 ered firm to submit to the Secretary, through the Provider 

13 Enrollment, Chain, and Ownership System as part of the 

14 enrollment and revalidation of enrollment processes under 

15 title XVIII for providers of services and suppliers— 

16 ‘‘(1) for a covered firm with respect to which 

17 there is a private equity fund that is a control per18 son of the covered fund, the information described in 

19 subsection (b); and 

20 ‘‘(2) for a covered firm not described under 

21 paragraph (1), the information described in sub22 section (c). 

23 ‘‘(b) INFORMATION SUBMITTED BY COVERED FIRMS

24 OWNED BY PRIVATE EQUITY.—For purposes of sub25 section (a) and with respect to a covered firm and each 

26 private equity fund that is a control person of the covered 


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1 firm, the information described in this subsection is the 

2 following information with respect to each year of the pre3 vious 10-year period: 

4 ‘‘(1) The percentage of the equity of the private 

5 equity fund contributed by— 

6 ‘‘(A) the general partners of the fund; and 

7 ‘‘(B) the limited partners of the fund. 

8 ‘‘(2) The level of debt of the covered firm at the 

9 end of the applicable year. 

10 ‘‘(3) Information on the debt held by the pri11 vate equity fund, including— 

12 ‘‘(A) the dollar amount of total debt; 

13 ‘‘(B) the percentage of debt for which the 

14 creditor is a financial institution in the United 

15 States; 

16 ‘‘(C) the percentage of debt for which the 

17 creditor is a financial institution outside of the 

18 United States; 

19 ‘‘(D) the percentage of debt for which the 

20 creditor is an entity that is located in the 

21 United States and is not a financial institution; 

22 and 

23 ‘‘(E) the percentage of debt for which the 

24 creditor is an entity that is located outside of 


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1 the United States and is not a financial institu2 tion. 

3 ‘‘(4) The total amount of debt held by the cov4 ered firm that is categorized as— 

5 ‘‘(A) liabilities; 

6 ‘‘(B) long-term liabilities; and 

7 ‘‘(C) payment in kind or zero coupon debt. 

8 ‘‘(5) The average debt-to-equity ratio of— 

9 ‘‘(A) each covered firm with respect to the 

10 private equity fund; and 

11 ‘‘(B) the private equity fund. 

12 ‘‘(6) The average debt-to-EBITDA (Earnings 

13 Before Interest, Taxes, Depreciation, and Amortiza14 tion) of each covered firm with respect to the private 

15 equity fund. 

16 ‘‘(7) The total number of covered firms with re17 spect to the private equity fund that experienced a 

18 default during the applicable year, and the name of 

19 any such covered firm. 

20 ‘‘(8) The total gross asset value of each covered 

21 firm with respect to the private equity fund. 

22 ‘‘(9) The gross performance of the private eq23 uity fund during the applicable year. 

24 ‘‘(10) The total dollar amount of aggregate fees 

25 and expenses collected by the private equity fund, 


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1 the manager of the fund, or related parties from 

2 covered firms with respect to the private equity 

3 fund, which shall— 

4 ‘‘(A) be categorized by the type of fee; and 

5 ‘‘(B) include a description of the purpose 

6 of the fees. 

7 ‘‘(11) Any transaction, monitoring, manage8 ment, performance, or other fees collected by the 

9 private equity fund from the covered firm. 

10 ‘‘(12) In dollars, the total amount of regulatory 

11 assets under management by the private equity 

12 fund. 

13 ‘‘(13) In dollars, the total amount of net assets 

14 under management by the private equity fund. 

15 ‘‘(14) With respect to the applicable year, the 

16 difference obtained by subtracting the financial 

17 gains of the private equity fund by the fees that the 

18 general partners of the fund charged to the limited 

19 partners of the fund (commonly referred to as the 

20 ‘performance net of fees’). 

21 ‘‘(15) Any management services agreements be22 tween the covered firm and the private equity fund, 

23 including a disclosure of fees paid through manage24 ment services agreements. 


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1 ‘‘(16) Any other services procured by the cov2 ered firm from the private equity fund or any other 

3 company owned by the private equity fund. 

4 ‘‘(17) Dividends paid by the covered firm to the 

5 private equity fund. 

6 ‘‘(18) The names of— 

7 ‘‘(A) the limited partners of the private eq8 uity fund; 

9 ‘‘(B) the board members of the private eq10 uity fund; and 

11 ‘‘(C) the leadership of the covered firm. 

12 ‘‘(19) All political spending by the covered firm, 

13 including contributions, lobbying spending, and con14 tributions to groups that do not share their donor 

15 list. 

16 ‘‘(20) All political spending by the private eq17 uity fund, an affiliate of the fund, or an investment 

18 professional at the fund, with respect to— 

19 ‘‘(A) health care-related issues; or 

20 ‘‘(B) members of congressional committees 

21 with oversight of health care. 

22 ‘‘(21) Information on the extent to which the 

23 covered firm entered into any sale lease back trans24 actions with the private equity fund. 


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1 ‘‘(22) Every asset purchased by the covered 

2 firm during the applicable year. 

3 ‘‘(23) Information that is similar to the infor4 mation of the kind that would be required to be in5 cluded in a notification filed pursuant to the rules 

6 issued under subsection 7A(d)(1) of the Clayton Act 

7 (15 U.S.C. 18a(d)(1)). 

8 ‘‘(24) Data related to real estate, mortgage, 

9 and lease payments. 

10 ‘‘(25) Interest expenses and payments made by 

11 the private equity fund and each covered firm with 

12 respect to the private equity fund to comply with tax 

13 receivable agreements. 

14 ‘‘(26) Average interest rate paid on secured and 

15 unsecured lines of credit by the private equity fund 

16 and each covered firm with respect to the private eq17 uity fund. 

18 ‘‘(27) For the private equity fund and each cov19 ered firm with respect to the private equity fund, a 

20 list of— 

21 ‘‘(A) all transactions with the 10 largest 

22 vendors or service providers; and 

23 ‘‘(B) any new vendors or service providers. 


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1 ‘‘(28) For the private equity fund and each cov2 ered firm with respect to the private equity fund, the 

3 number of payments to staffing firms. 

4 ‘‘(c) INFORMATION SUBMITTED BY COVERED FIRMS

5 NOT OWNED BY PRIVATE EQUITY.—For purposes of sub6 section (a) and with respect to a covered firm, the infor7 mation described in this subsection is the following infor8 mation with respect to each year of the previous 10-year 

9 period: 

10 ‘‘(1) The level of debt of the covered firm at the 

11 end of the applicable year. 

12 ‘‘(2) The total amount of debt held by the cov13 ered firm that is categorized as— 

14 ‘‘(A) liabilities; 

15 ‘‘(B) long-term liabilities; and 

16 ‘‘(C) payment in kind or zero coupon debt. 

17 ‘‘(3) The average debt-to-equity ratio of the 

18 covered firm. 

19 ‘‘(4) The average debt-to-EBITDA (Earnings 

20 Before Interest, Taxes, Depreciation, and Amortiza21 tion) of the covered firm. 

22 ‘‘(5) Whether the covered firm experienced a 

23 default during the applicable year. 

24 ‘‘(6) The total gross asset value of the covered 

25 firm. 


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1 ‘‘(7) Dividends paid by the covered firm. 

2 ‘‘(8) The names of the leadership of the covered 

3 firm. 

4 ‘‘(9) All political spending by the covered firm, 

5 including contributions, lobbying spending, and con6 tributions to groups that do not share their donor 

7 list. 

8 ‘‘(10) Every asset purchased by the covered 

9 firm during the applicable year. 

10 ‘‘(11) Information that is similar to the infor11 mation of the kind that would be required to be in12 cluded in a notification filed pursuant to the rules 

13 issued under subsection 7A(d)(1) of the Clayton Act 

14 (15 U.S.C. 18a(d)(1)). 

15 ‘‘(12) Data related to real estate, mortgage, 

16 and lease payments. 

17 ‘‘(13) Interest expenses and payments made to 

18 comply with tax receivable agreements. 

19 ‘‘(14) Average interest rate paid on secured and 

20 unsecured lines of credit. 

21 ‘‘(15) A list of— 

22 ‘‘(A) all transactions with the 10 largest 

23 vendors or service providers; and 

24 ‘‘(B) any new vendors or servicer pro25 viders. 


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1 ‘‘(16) The number of payments to staffing 

2 firms. 

3 ‘‘(d) REQUIREMENT TO PROVIDE INFORMATION TO

4 A COVERED FIRM.—A private equity fund that is a control 

5 person of a covered firm shall provide the covered firm 

6 with any information required to complete a disclosure 

7 under this section. 

8 ‘‘(e) GAO ANALYSIS.— 

9 ‘‘(1) ANALYSIS.—Not later than 12 months 

10 after the date of implementation of this section, and 

11 every 3 years thereafter during the 12-year period 

12 beginning on the date of the enactment of this sec13 tion, the Comptroller General of the United States 

14 shall conduct a comparative analysis, using the in15 formation submitted under this section, to determine 

16 to what extent health care consolidation is taking 

17 place and how this consolidation and private equity’s 

18 involvement in health care is contributing, among 

19 other factors, to the following indicators: 

20 ‘‘(A) Revenue and cost to charge ratio. 

21 ‘‘(B) Payor mix and case mix index. 

22 ‘‘(C) In-network versus out of network re23 ferrals. 

24 ‘‘(D) Quality ratings for the health care fa25 cilities. 


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1 ‘‘(E) Regulation compliance violations, in2 cluding dischargers for patients with Medicare 

3 or Medicaid coverage and total discharges per 

4 year. 

5 ‘‘(F) Staffing levels and ratios. 

6 ‘‘(G) Employee wages. 

7 ‘‘(H) Hospital capacity, including number 

8 of beds. 

9 ‘‘(2) REPORT.—After each analysis required 

10 under paragraph (1) is completed, the Comptroller 

11 General shall issue a report on all findings and con12 clusions made in carrying out such analysis to the 

13 Congress, the Secretary of Health and Human Serv14 ices, and the task force established under section 3 

15 of the Healthcare Ownership Transparency Act. 

16 ‘‘(f) AUDITS.—The Secretary shall audit a random 

17 sample annually of applications submitted through the 

18 Provider Enrollment, Chain, and Ownership System as 

19 part of the enrollment and revalidation of enrollment proc20 esses under title XVIII to verify compliance with the re21 quirements of this section and accuracy of information 

22 submitted pursuant to this section. 

23 ‘‘(g) DEFINITIONS.—In this section: 

24 ‘‘(1) AFFILIATE.—The term ‘affiliate’ means— 


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1 ‘‘(A) a person that directly or indirectly 

2 owns, controls, or holds with power to vote, 20 

3 percent or more of the outstanding voting secu4 rities of another entity, other than a person 

5 that holds such securities— 

6 ‘‘(i) in a fiduciary or agency capacity 

7 without sole discretionary power to vote 

8 such securities; or 

9 ‘‘(ii) solely to secure a debt, if such 

10 entity has not in fact exercised such power 

11 to vote; 

12 ‘‘(B) a corporation 20 percent or more of 

13 whose outstanding voting securities are directly 

14 or indirectly owned, controlled, or held with 

15 power to vote, by another entity (referred to in 

16 this subparagraph as a ‘covered entity’), or by 

17 an entity that directly or indirectly owns, con18 trols, or holds with power to vote, 20 percent or 

19 more of the outstanding voting securities of the 

20 covered entity, other than an entity that holds 

21 such securities— 

22 ‘‘(i) in a fiduciary or agency capacity 

23 without sole discretionary power to vote 

24 such securities; or 


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1 ‘‘(ii) solely to secure a debt, if such 

2 entity has not in fact exercised such power 

3 to vote; 

4 ‘‘(C) a person whose business is operated 

5 under a lease or operating agreement by an6 other entity, or person substantially all of whose 

7 property is operated under an operating agree8 ment with that other entity; or 

9 ‘‘(D) an entity that operates the business 

10 or substantially all of the property of another 

11 entity under a lease or operating agreement. 

12 ‘‘(2) CONTROL PERSON.—The term ‘control 

13 person’— 

14 ‘‘(A) means a person that directly or indi15 rectly owns, controls, or holds— 

16 ‘‘(i) the power to vote more than 20 

17 percent of any class of voting securities of 

18 a covered firm; or 

19 ‘‘(ii) any lesser percentage of any 

20 class of voting securities of a covered firm 

21 that is sufficient to give the ability to di22 rect the actions of the covered firm; and 

23 ‘‘(B) does not include a person that— 

24 ‘‘(i) holds the voting interests of a 

25 covered firm solely— 


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1 ‘‘(I) in a fiduciary or agency ca2 pacity without sole discretionary 

3 power to vote the securities; or 

4 ‘‘(II) to secure a debt, if the per5 son has not exercised the power to 

6 vote; or 

7 ‘‘(ii)(I) is a limited partner with re8 spect to a person described in subpara9 graph (A) that is a partnership; and 

10 ‘‘(II) does not participate in the direc11 tion of the management or policy of the 

12 covered firm. 

13 ‘‘(3) CORPORATION.—The term ‘corporation’ 

14 means— 

15 ‘‘(A) a joint-stock company; 

16 ‘‘(B) a company or partnership association 

17 organized under a law that makes only the cap18 ital subscribed or callable up to a specified 

19 amount responsible for the debts of the associa20 tion, including a limited partnership and a lim21 ited liability company; 

22 ‘‘(C) a trust; and 

23 ‘‘(D) an association having a power or 

24 privilege that a private corporation, but not an 

25 individual or a partnership, possesses. 


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1 ‘‘(4) COVERED FIRM.—The term ‘covered firm’ 

2 means a corporation that is— 

3 ‘‘(A) a provider of services or supplier that 

4 meets all applicable requirements under title 

5 XVIII for participating in the Medicare pro6 gram under such title; or 

7 ‘‘(B) any other person or entity who may 

8 receive reimbursements, payments, or other 

9 funds from the Centers for Medicare & Med10 icaid Services. 

11 ‘‘(5) PRIVATE EQUITY FUND.—The term ‘pri12 vate equity fund’ means— 

13 ‘‘(A)(i) a company or partnership that 

14 would be considered an investment company 

15 under section 3 of the Investment Company Act 

16 of 1940 (15 U.S.C. 80a–3) but for the applica17 tion of paragraph (1) or (7) of subsection (c) 

18 of such section 3; 

19 ‘‘(ii) a venture capital fund, as defined 

20 under section 275.203(l)–1of title 17, Code of 

21 Federal Regulations; or 

22 ‘‘(iii) a sovereign wealth fund; and 

23 ‘‘(B) directly, or through an affiliate, acts 

24 as a control person.’’. 


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1 (b) EXCLUSION FROM PARTICIPATION UNDER MEDI2 CARE.—Section 1128(b) of the Social Security Act (42 

3 U.S.C. 1320a–7(b)) is amended by adding at the end the 

4 following new paragraph: 

5 ‘‘(18) FAILURE TO DISCLOSE CERTAIN PECOS

6 INFORMATION.—With respect to exclusion pursuant 

7 to this subsection from participation in the Medicare 

8 program under title XVIII, any entity to which sec9 tion 1150C applies that did not fully and accurately 

10 make any disclosure required by such section.’’. 

11 SEC. 3. TASK FORCE TO ANALYZE AND PROVIDE REC12 OMMENDATIONS ON THE ROLE OF PRIVATE 

13 EQUITY AND CONSOLIDATION IN HEALTH 

14 CARE. 

15 (a) ESTABLISHMENT.—The Secretary of Health and 

16 Human Services shall establish and operate a task force 

17 to address and limit the role of private equity and consoli18 dation in healthcare (the ‘‘Task Force’’). 

19 (b) COMPOSITION.— 

20 (1) CHAIR.—The Secretary of Health and 

21 Human Services shall chair the Task Force. 

22 (2) MEMBERS.—The Secretary shall appoint 

23 the members of the Task Force from among the fol24 lowing: 


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1 (A) Academic experts and researchers with 

2 expertise on— 

3 (i) the role of private equity in 

4 healthcare; and 

5 (ii) the impact of mergers and acquisi6 tions in healthcare on costs and patients. 

7 (B) Representatives from organizations fo8 cused on consumer protection, antitrust, patient 

9 advocacy, and worker advocacy. 

10 (C) Hospital and health care staff. 

11 (D) Patients. 

12 (3) ADVISORY MEMBERS.—In addition to the 

13 members described under paragraph (2), the chair14 man of the Federal Trade Commission and the At15 torney General shall serve as advisory members of 

16 the Task Force. 

17 (4) MEMBER APPOINTMENT.—Not later than 

18 60 days after the receipt of the first report issued 

19 by the Comptroller General of the United States 

20 under section 1150C of the Social Security Act, the 

21 Secretary of Health and Human Services shall ap22 point the members of the Task Force— 

23 (A) in accordance with paragraph (2); and 

24 (B) using a competitive application proc25 ess. 


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1 (c) RECOMMENDATIONS.—The Task Force shall, 

2 based on the results of such study and the report issued 

3 by the Comptroller General of the United States under 

4 section 1150C of the Social Security Act identify best 

5 practices (and for purposes of subsection (d) develop rec6 ommendations) for limiting the role of private equity in 

7 health care, taking into account the implications on health 

8 outcomes and staff working conditions. 

9 (d) REPORT.—Not later than 6 months after the date 

10 of the first report issued by the Comptroller General of 

11 the United States under section 1150C of the Social Secu12 rity Act, and every 6 months thereafter, the Secretary of 

13 Health and Human Services shall submit to Congress a 

14 report— 

15 (1) on the recommendations developed sub16 section (c); and 

17 (2) that includes regulatory and legislative rec18 ommendations to address any adverse effects of 

19 health care consolidation and private equity’s in20 volvement in health care. 

21 (e) MORATORIUM.— 

22 (1) IN GENERAL.—The Secretary of Health and 

23 Human Services may prohibit a private equity fund 

24 from purchasing voting securities of a covered firm, 

25 and may prohibit any merger or acquisition that 


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1 would result in a private equity fund gaining control 

2 of voting securities of a covered firm, until the date 

3 on which the Secretary determines that the Task 

4 Force has had sufficient time to study and identify 

5 whether abuses are taking place in specific health 

6 care sectors or by health care entities related to 

7 price gauging, understaffing, regulation compliance 

8 violations, or such other metrics as the Secretary 

9 may determinate appropriate. 

10 (2) DEFINITIONS.—In this subsection: 

11 (A) COVERED FIRM.—The term ‘‘covered 

12 firm’’ has the meaning given that term under 

13 section 1150C(g) of the Social Security Act. 

14 (B) PRIVATE EQUITY FUND.—The term 

15 ‘‘private equity fund’’ means— 

16 (i) a company or partnership that 

17 would be considered an investment com18 pany under section 3 of the Investment 

19 Company Act of 1940 (15 U.S.C. 80a–3) 

20 but for the application of paragraph (1) or 

21 (7) of subsection (c) of such section 3; 

22 (ii) a venture capital fund, as defined 

23 under section 275.203(l)–1of title 17, Code 

24 of Federal Regulations; and 


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1 (iii) a sovereign wealth fund. 

Æ 


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