H. Carol Saul

Partner

Fax: 404.873.8695
Atlanta
171 17th Street NW
Suite 2100
Atlanta, Georgia 30363

Biography

Carol is a partner in the Healthcare practice and co-chair of the Hospitals & Health Systems and Healthcare Private Equity industry teams. She is a prominent healthcare lawyer who handles regulatory counseling for private equity investors and healthcare providers. Her clients include hospitals, academic medical centers, dental, optometric and physical therapy management companies, home health providers, hospices, assisted living facilities, and numerous private equity investors in the health care sector.

Carol’s proactive yet practical regulatory risk and compliance advice is often sought by boards of directors. She provides legal guidance on the Stark Law, Anti-Kickback Statute and other federal and state fraud and abuse laws. Clients trust her careful counseling on privacy and security (HIPAA/HITECH Act), health regulatory due diligence and Medicare/Medicaid reimbursement matters. She frequently advises on HIPAA compliance, enforcement and audits, safe harbor structuring of healthcare joint ventures, clinical trial contracting, voluntary disclosure counseling, corporate practice of medicine laws, and enrollment and termination issues. Carol is sought out as a regulatory advisor to innovative and emerging providers such as medical meal delivery, integrative medicine and palliative care providers.

Experience

  • Represented a private equity client in its acquisition of a leading national provider of business support services to 350 dental offices in 17 states. AGG’s team worked to deliver regulatory diligence and transaction regulatory support, as well as credit facility-driven post-transaction regulatory work.

  • Advised private home care and assisted living company in sale to private-equity backed strategic buyer.

  • Advised a private equity client on its acquisition of a national operator of more than 100 outpatient physical therapy clinics with a strong presence in the Southeast. AGG’s role included healthcare regulatory diligence, regulatory input for the transaction documents, and interfacing with lender counsel and reps and warranties underwriters.

  • Evaluated scope of cyber-security insurance coverage for investor.

  • Provided an analysis of Georgia laws impacting health system’s adoption of an electronic health record function.

  • Performed due diligence on HIPAA compliance for private equity investor considering investment in cloud services vendor.

  • Conducted internal compliance investigation to determine whether data shared with a pharmaceutical company was appropriately de-identified.

  • Served as health regulatory counsel advising investor in a provider of management services to physician practices in thirteen states; worked with corporate counsel to draft and negotiate appropriate healthcare representations and warranties, escrow and indemnification provisions. Advised on risk under state laws applicable to the model, including corporate practice of medicine, fee-splitting and scope of practice,  as well as federal Anti-kickback issues as applied to management models in OIG advisory opinions and other guidance.

  • Assisted academic medical center on HIPAA and state-level privacy issues applicable to its development of a Health Information Exchange.

  • Assisted numerous clients in evaluating and responding to data breaches.

  • Represented one of the 115 Covered Entities nationwide to be audited by KPMG on behalf of the Office for Civil Rights in 2012.

  • Advised skilled nursing facility company on compliance policies and training for multi-location operations.

  • Analyzed the interplay of the Family Educational Rights and Privacy Act (FERPA) and HIPAA for health system providing services in educational settings.

  • Successfully obtained reversal by CMS of revocation of home health agency’s Medicare provider number based upon an allegation that the provider parent location was not operational, resulting in CMS overturning the fiscal intermediary’s decision to revoke, and reopening the enrollment to be processed.

  • Assisted multi-state provider of outpatient physical therapy services with more than 200 outpatient clinics in preparing for sale of company to the private equity arm of  a foreign pension fund. Regulatory counseling included seller-side due diligence and implementation of a compliance program and HIPAA compliance plan.

  • Conducted internal compliance investigation in response to allegations by former employee of client that client had  terminated employee in retaliation for having reported 1) a significant HIPAA breach of Protected Health Information which was not fully de-identified before being provided to pharmacy companies; and 2)non-compliance with law related to the client’s implementation of its financial hardship policy.

  • Served as health regulatory counsel on private equity investor’s acquisition of a Southwest-based provider of outsourced third-party eligibility, revenue cycle management and billing services for 300 hospitals in 33 states. Focus included compliance with Social Security disability advocacy requirements, permissibility under state law of percentage fees for billing and impact of need to obtain new biller submitter IDs on timing of closing and structure of transaction.

  • Advised health system on regulatory compliance issues related to innovative, long-term arrangement with major equipment supplier which included risk-based components; sought OIG Advisory Opinion to address the novel relationship.

  • Advised private equity buyer of veterinary clinics on state and federal laws informing permitted ownership structures (38 states).

  • Assisted hospital with development of its orthopedic sports medicine program, to provide services to school sports programs in hospital’s geographic area, and development of protocols and governance documents for its concussion prevention program.

Credentials

  • University of Virginia, Juris Doctor
  • University of South Carolina, Master of Arts
  • University of Georgia, Bachelor of Arts,
    with Honors
  • State of Georgia 1982
    • Georgia Campaign for Adolescent Power and Potential, Board of Directors, Chair, 2018-2019
    • American Bar Association, Task Force for Health Information Technology for Economic and Clinical Health (HITECH) Act compliance
    • American Health Lawyers Association
    • American Arbitration Association—Neutrals Panel
    • American Health Lawyers Association, Commercial Arbitrator
    • Community Health Accreditation Program (CHAP), Board of Directors, 2001–2008
    • Georgia Academy of Healthcare Attorneys
    • Health Care Compliance Association
    • Women Business Leaders of the U.S. Healthcare Industry
    • National Hospice and Palliative Care Association
    • Atlanta Contemporary Art Center, Board of Directors
    • High Museum of Art, Charter Member
    • The Temple, Hebrew Benevolent Congregation of Atlanta
    • Metropolitan Atlanta Chamber of Commerce, Board of Advisors

Recognition

  • Georgia Super Lawyers (Healthcare), 2008–20
  • Best Lawyers in America (Healthcare Law), 2015–20
  • Chambers USA: America’s Leading Lawyers for Business (Healthcare), 2009–15, 2019-2020
  • AV Peer Review Rated
  • Grand Rounds for Community Leaders, Saint Joseph’s Hospital, 2005