Claire H. Topp

Healthcare

• Represented tax exempt healthcare system in Northwest in formation of joint venture, negotiation of professional services agreement and management agreement with for profit retail pharmacy to operate retail clinic staffed with advanced practice nurse professionals provided by health care system.
• Represented numerous multi-hospital healthcare systems on joint ventures with physicians related to diagnostic imaging and ambulatory surgery centers.
• Represented healthcare system in negotiation and formation of regional cancer alliance with another healthcare system and group of radiation oncologists in Northwest.
• Represent multi-hospital healthcare system in a formation of a joint venture with physical therapy providers.
• Represent many individual physicians on negotiating first employment agreement out of residency or fellowship in a range of specialty areas including ophthalmology, radiology, ENT, OB/GYN, cardiology, anesthesia, emergency medicine, neurology, gastroenterology, neurosurgery, hospitalists, internal medicine, family practice and others.
• Represented a Midwest hospital system and a Northwest hospital system to create a cardiovascular service line “institute” in Midwest and Northwest providing professional services and management services for hospital’s cardiovascular service line.
• Represented a variety of small physician practices (2 to 15 physicians) with various specialties (cardiology, OB-GYN, ENT, anesthesiology, radiology) on sale of practice to multi-hospital systems creating governance structures for physicians to continue governing their practices as employees of the hospital systems.
• Serve as corporate counsel to large single specialty physician practices providing day to day advice on governance, employment, shareholder and compensation matters.
• Represented healthcare system in Northwest to create a joint venture with a national retail pharmacy to open walk-in clinics staffed by advanced practice providers.
• Represent numerous healthcare systems to obtain fair market value support for utilization reviews, call coverage, acquisitions, joint ventures and other integration strategies.
• Represented a leading provider of rehabilitation management services located in the South to structure relationships with advanced practice providers to comply with fraud and abuse, corporate practice of medicine and scope of practice and supervision requirements in many states.

Tax Exemption

• Represented several tax exempt organizations on response to Civil Investigative Demand (“CID”) from state Attorney General.
• Obtained tax exempt charitable status for nonprofit network of Christian Science providers in appeal reversing initial denial of tax exempt status by Internal Revenue Service.
• Obtained tax exempt charitable status for world-class University-related research park in Montana.
• Represented hospital conversion foundations to address public charity status following sale of hospital.
• Represented foundations affiliated with medical device companies and health plans to address shared value initiatives.
• Represented for profit businesses and charities on structuring cause related marketing and fundraising counsel relationships in compliance with state laws in all 50 states.
• Assisted numerous non-profits and trusts in obtaining IRS determination letters, responding to IRS tax exempt audits, establishing reasonable compensation consistent with Section 4958 “rebuttable presumption of reasonableness” safe harbor.
• Represented numerous company foundations on development of scholarship and disaster relief programs for employees.
• Advise a public charity that creates and sustains affordable housing on most advantageous tax structure through use of a for profit subsidiary to house a real estate fund that will provide Community Reinvestment Act benefit to the fund’s investors.
• Represent a Colorado nonprofit that provides a maternal and early childhood health program to use social impact bonds to attract commercial and philanthropic investors in partnership with government.
• Represented numerous philanthropists in designing effective vehicles to accomplish their charitable objectives, including gift agreements, donor advised funds, supporting organizations and private foundations.

Standards Development Organizations

• Represent standards development organizations on a wide range of issues arising during the lifecycle of the standards process, including, formation, governance (such as fiduciary duties and conflict of interest issues), appeals, risk management, intellectual property rights policies, patent pools, conformance programs, and tax.