Sec. 02.05.01.03. Application

A. A person that seeks to engage in an acquisition of a nonprofit health entity shall mail or deliver 30 complete copies of an application to the Office of the Attorney General, 200 St. Paul Place, Baltimore, Maryland 21202.

B. The application shall include:

(1) The name, address, and designated representative of:

(a) The transferor;

(b) The transferee; and

(c) Any other parties to the acquisition;

(2) All of the terms of the proposed acquisition, including consideration to be paid by the transferee;

(3) A copy of the acquisition agreement or agreements, including any exhibits or attachments;

(4) A financial and community impact analysis report from an independent expert or consultant that addresses the criteria in State Government Article, §6.5-301, Annotated Code of Maryland;

(5) Minutes of all board meetings of the transferor and the transferee for the 60 months preceding the filing;

(6) All reports, analyses, memoranda, correspondence, or other documents submitted to or considered by the board of the transferor in approving the proposed acquisition;

(7) All requests by the transferor for purchase bids made to any entity during the 60 months preceding the filing;

(8) All documents comprising, analyzing, or responding to offers of purchase of the transferor from entities other than the transferee for the 60 months preceding the filing;

(9) All documents describing, proposing, or summarizing compensation to be paid by the transferee or transferor to officers, directors, or employees of the transferor as a result of the proposed acquisition, including any contracts or other documents reflecting continued employment of such officers, directors, or employees after completion of the acquisition;

(10) All transaction documents that are necessary to be executed in order to effect the proposed acquisition;

(11) All articles of incorporation and bylaws of the transferor, and any wholly owned subsidiaries of the transferor, adopted since the creation of the transferor;

(12) All documents describing restrictions on the use of gifts of $5,000 or more that were made to the transferor or its wholly owned subsidiaries;

(13) All annual reports and audited financial statements of the transferor for the 60 months preceding the application and any audited or unaudited current financial statements of the transferor;

(14) All documents relating to any certificate of need and any license to operate held by the transferor for the 60 months preceding the application;

(15) All documents relating to any proposed maintenance of effort after acquisition or any proposed change after acquisition in the provision of health care services in the community in which the transferor-hospital is located; and

(16) All other documents related to the acquisition.

C. An application is complete only if all documents and information required to be provided by §B of this regulation and all expert reports, including those the Attorney General requests as authorized in State Government Article, §6.5-203(e), Annotated Code of Maryland and Regulation .04 of this chapter, are filed. The Attorney General may ask questions of the transferor, transferee, or both, to determine if an application is complete.