Change of Ownership (CHOW) FAQs

A CHOW is constituted by (NCGS 108C):

1. In the case of a partnership, the removal, addition, or substitution of a partner, unless the partners expressly agree otherwise, as permitted by Chapter 59 of the General Statutes
2. In the case of a Limited Liability Company (LLC), the withdrawal or removal of a member, or when a person acquires a membership interest from the LLC or when a business entity converts or merges into the LLC pursuant to Chapter 57A of the General Statutes
3. In the case of an unincorporated sole proprietorship, the transfer of title and property of the provider that constitutes the provider's business of providing services, goods, supplies, or merchandise to a Medicaid recipient to another party
4. The merger of the provider corporation into another corporation, or the consolidation of two or more corporations, resulting in the creation of a new corporation. Transfer of corporate stock or the merger of another corporation into the provider corporation shall not constitute change of ownership. Merger of related provider corporations shall not constitute a change in ownership
5. The lease of all or part of a provider's facility that will continue to be utilized

Buyers not keeping the Seller’s NPI are encouraged to follow these guidelines:

1. The Buyer requests a new NPI from NPPES and a new Tax Identification Number (TIN).
2. Once the Buyer receives the new NPI and TIN, enroll that new NPI in NCTracks via an initial enrollment application. (Please note that it may take up to 30 days for the new NPI to transfer from the NPPES database and appear in NCTracks).
3. The Buyer may complete an enrollment application as much as 365 days in advance of the effective date of the CHOW, allowing the application to process while the Seller is still practicing/billing.
   1. Completing the application in advance of the CHOW effective date allows ample time for the application to process and permits the Buyer to begin billing once the CHOW is complete.

Yes.  In accordance with North Carolina General Statute 108C-10(b), enrolled providers must notify NC DHHS at least 30 days prior to the effective date of any CHOW.  This is a separate action, to be taken in addition to the actions taken in NCTracks regarding provider enrollment.

 

The Seller or Buyer must complete and submit the Provider Change of Ownership Disclosure Form, available on the NCTracks Provider webpage under Quick Links, to notify NC DHHS of the CHOW.  Once the form is downloaded, the Provider must:

1. Complete all applicable fields within the CHOW form
2. Email the form and any supporting documentation to medicaid.chow.workgroup@dhhs.nc.gov.

This form functions as a change notification, does not require a determination by NC DHHS and should not delay the Seller/Buyer initiating changes as applicable to the intended structure of the NCTracks provider enrollment record.

Although allowed, providers are not encouraged to keep the seller’s NPI as this often causes complications leading to the denial of claims and prior approvals. Please consider the following when determining whether to use the same NPI:

1. The seller must wait until all of their outstanding claims have completed processing prior to submitting a Manage Change Request (MCR), which must be for reason “Provider terminated due to change of ownership.” When the NPI is terminated by the seller, the original EFT information is no longer valid, so no additional claims can be paid to that account, regardless of date of service.
2. NCTracks will not allow a retroactive end-date, requiring the seller to submit a Manage Change Request (MCR) to terminate the provider record prior to, or on, the effective date of the CHOW.  The reason for the termination must be “Provider terminated due to change of ownership." Once the record is end-dated by the Seller due to a Change of Ownership, the Buyer can submit a new enrollment application under the same NPI.

NOTE: Additional action is required to report the change of ownership to NCDHHS.  See the Notification Required for Change of Ownership Medicaid bulletin on the NC DHB website.

If the Seller does not  terminate the record, the Buyer can request to have the record terminated by submitting a written request and one of the following documents as proof of the CHOW:

• Bill of Sale
• Stock Transfer Agreement
• Letter relinquishing ownership from previous owner
• Executed lease purchasing Agreement

Supporting documentation can be submitted to NCTracks via:

Fax #: 855-710-1965

E-mail: NCTracksprovider@nctracks.com

Mailing Address: CSRA, PO Box 300009 Raleigh, NC 27622-8009

The same NPI cannot be active with two TINs. If keeping the same NPI, the Seller must wait until  their outstanding claims have been processed by NCTracks and then submit an MCR, selecting reason “Provider terminated due to change of ownership.”  After the MCR processes, the Buyer must complete a new enrollment using the same NPI with the new TIN. After the enrollment is processed, billing can begin.  NOTE: In this scenario, the Seller cannot select a retroactive end-date, and the Buyer cannot request an effective date on or prior to the Seller’s end-date. This delay is avoided when the Buyer obtains a new NPI.

When the NPI is terminated by the Seller, which is required for the Buyer to enroll and use the same NPI, the original EFT information is no longer valid, so no additional claims can process or pay to that account, regardless of the dates of service. All outstanding claims must be paid prior to the Seller terminating their NPI.

If the Buyer is taking over the same NPI, the enrollment effective date for the Buyer must be after the end-date entered by the Seller.  The Seller cannot select a retroactive end-date, and the Seller’s claims must complete processing before action is taken to end-date their record. (The Seller may continue to see patients up until the CHOW date.) This situation is avoided when the Buyer obtains a new NPI.

The Seller must wait until all their outstanding claims have processed in NCTracks before submitting an MCR for “Provider terminated due to change of ownership.” The Seller cannot enter a retroactive end-date. Once the Seller has end-dated their record, the Buyer must complete a new enrollment application using the same NPI with the new TIN. New provider enrollment includes credentialing and backgrounds checks and can take up to four to six weeks to complete. Only after the Buyer’s enrollment application is  approved can billing  resume under the same NPI. This delay is avoided when the Buyer obtains a new NPI and enrolls in advance of the CHOW.

NCTracks automatically end-dates the existing Seller PA records and  systematically creates new PA records under the purchasing provider when the Buyer is enrolled with NCTracks. Some PAs still require special handling . Once enrolled, the Buyer should notify one of the following about the CHOW:

• DHB Dental Program at 919-855-4280 for Dental and Orthodontic PAs.
• DHB Clinical Policy at 919-855-4260 for other PAs. 

Please see the  Automation of Prior Approval Update with Change of Ownership announcement for more information.