Nursing Homes Should Start Now on New Ownership Disclosures

Long term care providers will face upcoming changes this year with expansive reporting obligations from the Centers for Medicare and Medicaid Services. The release of the updated Skilled Nursing Facility Attachment on the form CMS-855A will push SNF providers, commonly known as nursing homes, to gather details about ownership information.

These rules, announced in 2022, stem from the Affordable Care Act, which established requirements for disclosure about nursing home ownership. This was in response to CMS’s growing concerns about whether nursing homes owned by private equity and other investment firms were providing quality care.

Additional disclosure requirements were part of a November 2023 CMS final rule, but the updated enrollment form with the new SNF attachment wasn’t issued until September 2024.

All SNF providers now have until May 1 to complete the updated disclosure requirements, but to accurately complete the SNF attachment will require providers to begin work immediately. CMS has issued sub-regulatory guidance in the form of FAQs, which was updated frequently.

In order to meet the looming deadline, providers should focus their attention on the following disclosure requirements.

The SNF attachment is broken down into two sections for organizations and individuals required to be disclosed. All members of a board of directors for all business types must be disclosed, not just for corporations.

If a SNF is an LLC, all individual and organizational owners must now be reported, regardless of ownership percentage. Ownership interests by investment firms, private equity companies, real estate investment trusts, holding companies, and trusts and all trustees must be disclosed.

The biggest and most onerous requirement is to disclose all “Additional Disclosable Parties,” which includes information about persons and entities that have an ownership or management interest.

ADP encompasses a substantial number of entities and individuals who exercise control (operational, financial, or managerial) over the SNF; those who provide management, administrative, or consulting services (e.g., accounting, financial services, cash management, or clinical consulting); and individuals or entities that provide policies or procedures for any of the SNF’s operations, lease or sublease real property to the SNF, or own at least a 5% interest in real property.

CMS is anticipating a significant number of entities and individuals being disclosed. For example, even if an ADP has “many levels and layers of organizational ownership,” individuals and entities must still be disclosed if they meet the direct or indirect ownership requirements. If an ADP is a partnership, all partners must be disclosed, and a separate SNF attachment will need to be completed for each partner, which may number in the hundreds for a large provider.

To simplify the analysis, CMS advises that “if the SNF is uncertain as to whether a certain party must be reported, it should disclose said party.” For example, CMS confirms that even volunteers and independent contractors must be disclosed if they satisfy the requirements for disclosure, and there is no minimum threshold for disclosure in terms of length of time of service, or the degree or extent of involvement.

CMS has identified certain categories that are excluded from disclosure as ADPs. Attorneys don’t need to be disclosed (unless services are outside of the scope of legal services within an attorney-client privileged relationship). Neither do electronic health records and payroll vendors.

Pharmacies, labs, and X-ray suppliers are also not considered ADPs. CMS further clarified that clinical consulting services and policies and procedures don’t include the “mere use of templates,” and a SNF must use any furnished procedure to trigger any reporting obligation for that service.

CMS also confirmed that certain personally identifiable information (birthdates and social security numbers) and tax identification numbers only need to be disclosed for those with at least 5% ownership.

The SNF attachment requires three charts to be included with the application. One of these charts must identify the SNF’s ultimate parent company and any entities between the facility and the parent. These include:

• A chart identifying all entities listed in Section A of the attachment (Organization Identification Information) which will include the SNF’s organizational ADPs.
• A chart identifying the organizational structures of all the SNF owners, including entities and individuals not otherwise listed in the SNF attachment (e.g., those with less than 5% direct or indirect owners of the corporation). This can be combined with the chart above.
• A stand-alone chart outlining the organizational structures of each ADP of the facility, including a description of the relationship of each ADP to the facility and to the other ADPs to the facility. This is limited to organizational and individual owners that fall within the “organizational structure” definition.

In addition to the May 2025 submission extension for all providers, CMS provided another helpful piece of guidance to providers. While CMS expects that SNFs will use the “maximum feasible efforts” to secure the required data from ADPs, there is no official “minimum threshold of attempts” required.

CMS recommends that providers thoroughly document all efforts made to secure any data if it is unable to obtain the information to finalize the SNF attachment and should notify the Medicare Administrative Contractor with a summary of unattainable data.

To stay on top of the May 1 deadline, SNF providers should be in communication with all identified ADPs to complete the data gathering necessary to populate the SNF attachment.

This article does not necessarily reflect the opinion of Bloomberg Industry Group, Inc., the publisher of Bloomberg Law and Bloomberg Tax, or its owners.

Author Information

Jaya White is partner at Quarles & Brady and co-chair of the firm’s long-term care team.

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