Clay J. Countryman

Clay Countryman is a partner in the Baton Rouge office of Breazeale, Sachse & Wilson, L.L.P. Mr. Countryman represents clients in all areas of the healthcare industry, with a primary focus on healthcare business transactions, including mergers and acquisitions, joint ventures, private equity investments and other business transactions. Clay has extensive experience in advising healthcare clients on the Stark Law, Anti-Kickback Statute, government investigations and other health care fraud and compliance matters. 

Clay has been legal counsel to several different types of healthcare providers and provider organizations, ranging from national and regional health systems, hospitals, ambulatory surgery centers, to specialty physician groups and physician clinics.

Clay has held several leadership positions with the American Bar Association, and is a former Chair of the ABA Health Law Section. Clay is also a nationally recognized speaker and author on healthcare legal topics.

Healthcare Corporate Transactions

Clay has assisted healthcare providers in structuring joint ventures and other transactions to promote business objectives while meeting compliance requirements of specific laws and regulations, such as the Stark Law, the Anti-Kickback Statute, Medicare and Medicaid coverage and reimbursement requirements, and licensure and accreditation requirements.

• Formation of Joint Ventures to Develop and Operate Hospitals and Other Healthcare Facilities
• Mergers and Acquisitions of healthcare providers
• Development of healthcare provider networks, Accountable Care Organizations (ACOs), and Clinically Integrated Networks
• Employment Agreements, Professional Service Agreements, Medical Director and Recruitment Agreements
• Conducted Due Diligence in Acquisitions and Financing Arrangements

Fraud and Abuse Compliance

• Stark Law and Anti-Kickback Statute Compliance in value-based service arrangements and other transactions
• Development of Co-Management Agreements and Gainsharing Arrangements
• Implementation and Review of Corporate Compliance Programs
• Government Investigations and False Claims Act Defense
• Advised Healthcare Providers on Voluntary Self-Disclosures and Overpayment Refunds

Other Representative Matters 

• Represented an OB/GYN physician group in the acquisition of the group and its ancillary services, and subsequent employment by a regional health system.
• Represented healthcare providers in internal compliance investigations and resolving overpayment and related issues under the Federal False Claims Act.
• Advised several health care provider clients on compliance with the Stark Law, Federal Anti-Kickback Statute and other similar laws applicable to employment and other alignment approaches with health systems.
• Advised physician groups and other health care providers in the formation of joint ventures to own and operate diagnostic imaging centers, hospitals, ambulatory surgical centers and cancer treatment centers.
• Drafted and reviewed several types of agreements for healthcare providers, including professional service agreements, employment agreements, physician recruitment agreements, medical director agreements, third-party billing agreements, management agreements, and HIPAA policies and procedures.
• Advised health care providers regarding managed care contracting and network provider agreements with commercial insurance carriers and other third-party payers.
• Advised physician groups, hospitals and other health care providers to create and implement forms, policies and procedures to comply with the HIPAA Privacy and Security Rules.
• Formed limited liability companies and other corporate entities on behalf of health care providers, including drafting and reviewing operating agreements and corporate by-laws.
• Advised several types of health care providers to develop and implement compliance programs.
• Advised several hospital-based physician groups, including anesthesiologists, radiologists and pathologists, regarding exclusive agreements with Hospitals.

Practice Areas

• Healthcare
  • HIPAA Compliance

Education

Loyola University New Orleans School of Law, J.D.

University of Oklahoma, B.B.A.

Admissions

Louisiana, (Board Certified Health Law Specialist, Louisiana Board of Legal Specialization)

Professional Associations

American Bar Association. Health Law Section

• Health Law Section: Chair (2021-2022); Chair Elect (2020-2021); Vice Chair (2019-2020); Vice Chair, Diversity & Inclusion Committee (2021-2022); Secretary (2018-2019); Council Member at Large, 2015-2018, ABA Health Law Section
• Medical-Legal Partnerships Work Group, Chair, 2015-present, ABA Health Law Section
• Vice Chair Health Care Reform Task Force, 2017-2019, ABA Health Law Section
• Physician Legal Issues Conference, Co-Chair 2014, 2015 and 2017, ABA Health Law Section
• ACO Task Force, Vice Chair, 2015-2016, ABA Health Law Section
• Business & Transactions Interest Group, Chair, 2014-2015, ABA Health Law Section
• eHealth, Privacy & Security Interest Group, Vice Chair, 2011-2012, ABA Health Law Section
• Emerging Issues Conference, Planning Committee, 2005-2006, ABA Health Law Section

American Bar Association, Veterans Legal Services Commission, Member, 2017-2018

American Bar Association, Section Offices Conference, Budget Task Force, 2023-present

American Bar Association, IOLTA Commission, 2023-present

Louisiana State Bar Association, Continuing Legal Education Committee

American Health Lawyers Association

Louisiana Medical Group Management Association

Louisiana Hospital Association, Society of Hospital Attorneys

Health Care Compliance Association

Louisiana Ambulatory Surgery Center Association

Community Involvement

St. Vincent de Paul, Special Works Board Member

Open Air Ministries, Board Member

Baton Rouge Area Chamber Leadership Program, Class of 2015

Baton Rouge Area Chamber Diversity & Inclusion Committee Member (2020-2022)

Council for a Better Louisiana (CABL) Leadership Louisiana (2017)

Honors and Awards

Selected by his peers for inclusion in The Best Lawyers in America® (Since 2020)

AV^® Preeminent^TM Peer Review Rated.

Ranked in Chambers USA: America's Leading Lawyers for Business for Louisiana in the area of Healthcare (Since 2017)

Board Certified Health Law Specialist, Louisiana Board of Legal Specialization, Louisiana State Bar Association

Publications

Presentations