Julie E. Green

email
916-563-1818

Julie E. Green co-founded S&G in 1999 with David Salem and has been S&G’s Managing Shareholder since the firm’s inception. Ms. Green has been in practice since 1983, first as an associate with a Wall Street law firm and later as a shareholder with a large local Sacramento law firm. Ms. Green’s practice is devoted to counseling clients on business transactional, securities and mergers and acquisitions matters. Ms. Green’s clients are usually real estate, healthcare or technology companies.

Ms. Green serves as outside general counsel to a privately-held 400+ Member limited liability company that was an SEC-reporting company from 2001-07. Ms. Green led the Company’s de-registration from the SEC by recapitalizing the Company’s membership interests into different legal classes of units under Section 12(g)(5) of the Securities Exchange of 1934 Act in a Rule 13e-3 (going private) transaction. The transaction involved the SEC’s review of the issuer’s proxy statement, clearing the SEC’s comments, obtaining Member approval and filing a Form 15 with the SEC.

Ms. Green represents buyers and sellers in mergers and acquisitions. Ms. Green has represented buyers in decade-long consolidation plays (outdoor advertising industry) and in the healthcare industry. She has also represented sellers in various industries, particularly in healthcare, technology and real estate.

Ms. Green represents issuers in securities offerings ranging from start-up capital to large capital raising transactions, including private placements of membership interests, limited partnership interests, stock and debt. Ms. Green recently represented a real estate fund in an offering of $50 million of limited partnership interests. She also recently represented a start-up limited liability company in an offering of participations in a $400,000 unsecured credit facility with revenue participation rights to use for tenant improvements.

She has been involved in the transactional aspects of complex dispute resolutions, including representing a special committee administering a complex securities class action settlement involving a publicly traded real estate limited partnership.

Ms. Green was admitted to practice law in New York in 1984 and joined the Wall Street law firm of Sidley Austin (then known as Brown & Wood) where she practiced corporate and securities law in the World Trade Center until 1990. In 1990, Ms. Green joined the Business/Tax Section of McDonough Holland & Allen in Sacramento, where she was a shareholder.

Ms. Green received her Bachelor of Arts Degree from the University of Southern California in 1980, where she majored in Political Science and was elected to Phi Beta Kappa. At USC, Ms. Green was President of the Mortar Board and President of the Trojan Democrats. Ms. Green played basketball for the USC Trojan’s women’s team from 1976-78. Ms. Green received her Juris Doctorate in 1983 from the University of Virginia School of Law. Ms. Green is a past President of the Sacramento County Corporate and Securities Bar Association (currently known as the Business Law Section).

Ms. Green believes that the diverse nature of her practice environments, from a large national firm to a local boutique firm, helps her meet the needs of a variety of clients, while providing a sophisticated level of service to all clients.

Christopher F. Anderson

email
916-563-1818

Christopher (Chris) F. Anderson has been with S&G since its formation in 1999 and became a Shareholder in 2002. His practice involves business transactional matters (with an emphasis in healthcare related clients), healthcare regulatory advice and intellectual property licensing transactions. His expertise includes:

·	Providing extensive healthcare regulatory and transactional advice for over 10 years to a multi-state ambulatory surgery center (ASC) development company, including syndication of new ASCs, purchase and sale of existing ASCs, ongoing state and federal compliance issues, including compliance with the anti-kickback statute, general contracting issues, assisting with litigation strategies, negotiation of management agreements and restructuring of existing ASCs. In connection with ASC syndications, drafted numerous private placement memoranda and subscription agreements and structured syndications in compliance with federal and state securities laws, including Regulation D and Rule 147.
·	Representing for-profit and nonprofit parties in joint ventures including regulatory compliance issues (including tax exemption and UBTI issues) and the negotiation of limited partnership and operating agreements and related professional, management and billing services agreements.
·	Restructuring existing joint ventures involving hostile investors through the use of cash-out mergers and issuer tender offers.
·	Serving as the interim general counsel to a multi-campus nonprofit hospital located in Northern California providing legal advice on numerous issues including provider-based joint ventures, the negotiation of hospital-based physician agreements, call coverage arrangements and the review of independent valuations.
·	Assisting a Northern California medical foundation with the drafting and review of a large number of physician employment agreements related to complex compensation terms, including the review of related independent valuations.
·	Representing a healthcare technology company with the acquisition and licensing of a mail-order pharmacy company, including obtaining state licensure in all 50 states.
·	Representing a Sacramento-based software company in numerous licensing transactions including a licensing joint venture with a publicly-traded company that resulted in acquisition of the software company by the publically-traded company.
·	Mergers and acquisitions involving the sale and purchase of technology and healthcare companies, including software developers, medical groups, clinical labs, management companies, pharmacies, imaging centers and ASCs including acquisitions involving the restructuring of "S" corporations to limit tax consequences to the seller while maintaining Medicare provider numbers and applicable licenses.
·	Assisting clients with the negotiation of software development and customization agreements.
·	Representing a California nonprofit mutual benefit corporation (trade association) with respect to nonprofit corporate governance issues and negotiation of its management agreements with its affiliated entities.
·	Assisting medical groups with healthcare compliance issues, including Stark, anti-kickback and related state laws and regulations.
·	Developing litigation strategies involving antitrust, corporate practice of Medicare and unfair business practices (BP 17200) claims in the context of hospital-based physician contract negotiations and the challenge of restrictive covenants limiting the ability of physicians to invest in a surgery center.

Mr. Anderson received his Bachelor of Arts Degree from the University of California, Davis in 1990. He received his Juris Doctorate, with Distinction, from the University of the Pacific, McGeorge School of Law in 1994, graduating first in his class, and was awarded the honor of class valedictorian. Mr. Anderson began practicing in 1994, serving as an Assistant Deputy District Attorney in Contra Costa County, California, and then as an associate in the Business Tax Section of a large Sacramento law firm before leaving to participate in the founding of S&G.

Mr. Anderson is a member of the Business Law and Intellectual Property Law Sections of the Sacramento County Bar Association and American Health Lawyers Association. He served as an infantry officer in the United States Army Reserve from 1990 through 2000. Mr. Anderson volunteers his time serving as the Cubmaster for Pack 217 and coaching lacrosse with the Fair Oaks Lacrosse Club and Jesuit High School. He lives with his wife, Kathleen, and their seven children (at last count).

Jeanne L. Vance

email
916-563-1818

Jeanne L. Vance joined S&G in 2003 and became a Shareholder in 2007. She began practicing in 1994, and spent her time in other law firms in Sacramento and Honolulu specializing in the representation of healthcare entities. Her practice focuses on business and regulatory healthcare law. Her experience includes:

·	Healthcare regulatory counseling (including licensing, fraud and abuse, and reimbursement issues)
·	Mergers and acquisitions (including the provision of healthcare licensing/government payor enrollment support for transaction attorneys who do not offer or maintain this expertise in California)
·	Counseling and assistance with Medicare certification issues and Medicare and Medi-Cal enrollment issues (including the submission of comments to the Centers for Medicare and Medicaid Services regarding proposed Medicare provider enrollment changes)
·	Licensing of all healthcare provider types, including consideration of the issues facing unlicensed surgery centers owned by physicians
·	Healthcare compliance counseling

Of particular note, from 2008-2010, Ms. Vance was the lead outside regulatory lawyer for three regions of a Northern California healthcare system, overseeing change of ownerships and related notice filings for all healthcare regulatory entitlements for 16 California hospitals, various home health agencies, licensed clinics, licensed ambulatory surgery centers, adult day health facilities, skilled nursing facilities, residential care facilities for the elderly, retail pharmacies, and pharmacy wholesalers, as well as hundreds of non-facility Medicare enrollments and non-facility Medi-Cal enrollments. At one time during 2009, there were nearly one thousand applications on file for this project with the following federal agencies, California agencies and government contractors: Department of Public Health—Licensing & Certification, Centers for Medicare and Medicaid Services/Palmetto GBA, Department of Health Care Services, Department of Public Health—Laboratory Field Services, Department of Public Health—Radiologic Health Branch, Board of Pharmacy, Food & Drug Administration, Medi-Cal subprogram offices and the Department of Social Services.

Ms. Vance has advised a wide array of provider entities including health systems, medical foundations, hospitals, pharmaceutical companies, residential care facilities for the elderly, healthcare management companies, skilled nursing facilities, physicians, medical groups, ambulance companies, ancillary service providers and durable medical equipment providers.

Ms. Vance is licensed to practice in both California and Hawaii. She is a member of the Health Law Committee of the Business Law Section of the State Bar of California; she is also a member of the American Health Lawyers Association and the California Society of Healthcare Attorneys. She was previously the President of the Health Law Section of the Sacramento County Bar Association, Secretary of the Sacramento Sierra Women Healthcare Executives, a member of the Residential Services Subcommittee of the California Association of Homes and Services for the Aging and a member of the Sacramento Healthcare Decisions – ECHO (Extreme Care Humane Options) Long-Term Care Task Force. She has published and lectured on provider enrollment, the Health Insurance Portability and Accountability Act, fraud, compliance and other health law topics.

Ms. Vance graduated from Mills College with a Bachelor of Arts Degree in Communications in 1991 and received her Juris Doctorate from the University of California, Hastings College of the Law in 1994.

Publications

CMS Issues Proposed Rule to Implement Provider Enrollment Aspects of Affordable Care Act, Salem & Green Newsletter, November 4, 2010.

Strategies for Entering the Medi-Cal Program for Providers Subject to Medi-Cal Enrollment Moratoriums, California Health Law News, Summer 2010.

OIG Claims Gainsharing Illegal, Advance Providers of Post-Acute Care, November 1999.

Compliance Costs as Allowable Costs, Medicare Compliance Advisor for Home Health Agencies, October 1998.

Fraud and Abuse Gray Area Growing Darker: Advisory Opinions as a New Source of Light, Medical Group Management Association – State Bulletin, February 1998, co-authored.

On the Wrong Side of the Fuzzy Line, California Medicine, October 1997, co-authored (article focuses on healthcare fraud and abuse).

Fraud and Abuse Advisory Opinions: The Gray Area Will Never Be the Same, Health Law Digest, September 1997, co-authored.

When the Buck Doesn’t Stop: A Lawyer’s Confession, California Health Law News, Summer 1997, co-authored (article focuses on ethical rights and responsibilities in making healthcare decisions for the perpetually comatose patient).

Womb for Rent: Norplant and the Undoing of Poor Women, 21 Hastings Constitutional Law Quarterly 827, 1994.

Presentations

Sacramento County Bar Association, Health Law Section, HIPAA 2005 Developments, October 26, 2005, Sacramento, California.

Medical Group Management Association, 2003 California Legislative Update, January 12, 2004, Sacramento, California.

American Association of Reproductive Managers, Western Regional Conference, HIPAA: We Survived April 14 – What’s Next?, June 6, 2003, Sacramento, California.

Medical Group Management Association, Advanced Compliance Plan Implementation, February 13, 2001, Sacramento, California.

Sacramento Medical Group Management Association, Compliance for Physicians, November 15, 2000, Sacramento, California.

Sacramento Sierra Women Healthcare Executives, Physician Compensation Plans, August 15, 2000, Sacramento, California.

Medical Group Management Association, Western Regional Conference, Physician Compensation Plans, June 26, 2000, Anaheim, California.

Professional Association of Medical Management, Compliance Plan Implementation, February 9, 2000, Sacramento, California.

Sacramento Sierra Women Healthcare Executives, Advanced Compliance, May 18, 1999, Sacramento, California.

Healthcare Financial Management Association, Compliance Plan Implementation, April 28, 1999, Las Vegas, Nevada.

Healthcare Financial Management Association, Compliance Plan Implementation, March 26, 1999, Reno, Nevada.

California Association of Homes & Services for the Aging, Public Policy Conference, Home Health in RCFES – Making it Work, February 3, 1999, Sacramento, California.

American Health Lawyers Association, Long Term Care and the Law Conference, Buying, Selling and Financing Long Term Care Facilities, January 20-22, 1999, San Antonio, Texas.

California Association of Homes & Services for the Aging – Annual Conference, Directors and Compliance, April 29, 1998, Monterey, California.

California Association of Homes & Services for the Aging, Corporate Compliance Seminars, March 3, 1998, Cupertino, California; March 10, 1998, Pasadena, California; and March 11, 1998, San Diego, California.

Lorman Education Services, Health Care Corporate Compliance Programs, October 9, 1997, Sacramento, California; December 4, 1997, Oakland, California; and January 22, 1998, Las Vegas, Nevada.

Sacramento Sierra Women Healthcare Executives, Legal Issues in Managed Care, September 16, 1997, Sacramento, California.

Sacramento County Bar Association, The Basics of Health Care Fraud and Abuse for the General Business Attorney, August 12, 1997, Sacramento, California.

BHC Psychiatric Facilities, Exceptions to Confidentiality Requirements: Tarasoff’s Duty to Warn, June 17, 1997, Sacramento, California.

Medical Education Services, Confidentiality of Medical Records in Hawaii, December, 1995, Honolulu, Hawaii.

Deborah J. Rotenberg

email
916-563-1818

Deborah J. Rotenberg joined S&G as an associate attorney in September 2008. Prior to joining the firm, she practiced law in the specialty of Medi-Cal and healthcare licensing at the Legislative Counsel Bureau, Sacramento. Her practice focuses on regulatory healthcare law. Her experience includes:

·	Healthcare provider licensing and license-exemption issues
·	Medicare reimbursement analysis
·	Medicare and Medi-Cal facility certification and enrollment

Ms. Rotenberg received her Bachelor of Arts Degree from the University of California, Davis, in 2000, where she majored in Political Science – Public Service and is a member of Psi Sigma Alpha, National Political Science Honor Society. She received her Juris Doctorate from the University of California, Hastings College of Law in 2005, where she served on the Hastings Moot Court Student Competition Committee and participated in several moot court competitions, including the National Moot Court Competition.

Ms. Rotenberg is licensed to practice in California. She is a member of the American Health Lawyers Association, the Sacramento County Bar Association, and the Public Law Section of the California State Bar.