Hospital Mergers and Acquisitions (M&A) are among the most complex transactions in the healthcare business, extending beyond standard corporate deals. Buying or selling a medical institution involves not only the transfer of real estate and shares but also the transfer of licenses, permits, patient databases, and medical personnel contracts. In Georgia, where the hospital sector is consolidating, large networks often acquire independent clinics. The main risks relate to hidden liabilities (e.g., disputes with patients), regulatory non-compliance (which could lead to license loss under new ownership), and the continuity of insurance contracts. This service ensures transaction safety and seamless business continuity.
Specialists on Legal.ge offer full M&A support in the healthcare sector:
- Legal Due Diligence: Detailed verification of the clinic's licenses, ongoing litigation, labor relations, and material-technical base.
- Transaction structuring: Drafting Share Purchase Agreements (SPA) or Asset Purchase Agreements (APA) with specific medical warranties.
- Regulatory approvals: Preparing notifications for the Competition Agency and the Ministry of Health regarding concentration.
- License transfer: Managing the process of re-registering medical activity licenses and permits to the new owner.
- Personnel integration: Adapting employment contracts and developing schemes to retain key doctors.
In practice, the biggest problem is often "skeletons in the closet" — for instance, old medical errors that a patient might sue for years later. The new owner needs to know if they are assuming liability for past cases. The license issue is also critical: if a clinic is sold via share transfer, the license remains valid, but if assets (building and equipment) are sold, the new owner must obtain a new permit from scratch, halting operations for months. A lawyer helps you choose the optimal path so the clinic doesn't stop for a single day.
In Georgia, hospital M&A is regulated by the Law "On Entrepreneurs," the Law "On Competition," and special healthcare legislation. Particular attention is paid to creating a dominant market position, checked by the Competition Agency. For clinics involved in the Universal Healthcare Program, a change of ownership requires renewing the contract with the state.
Working with a specialist begins with a Letter of Intent (LOI) and a Non-Disclosure Agreement (NDA). Then intensive auditing begins. The lawyer checks not only finances but also medical equipment passports, doctors' certificates, and waste management contracts. After closing the deal, the "Post-Closing" stage begins — integration and rebranding.
Legal.ge is the platform where business law meets medicine. Acquiring a clinic is a major investment, and our experts will help ensure this investment is secure and profitable. Trust professionals to manage complex transactions.
Updated: ...