Colorado’s 2026 legislative session is now underway, with several key bills introduced affecting healthcare providers and facilities. One bill that should be top of mind for healthcare stakeholders is SB 26‑041, concerning Consumer Protections in Transactions Involving Medical Care Entities (“SB 41”). If passed, SB 41 would have substantial impacts upon Colorado’s healthcare transaction landscape.
SB 41’s primary points are as follows:
- Amendments to Colorado’s Antitrust Act. SB 41 would amend Colorado’s Antitrust Act in significant ways unique to healthcare. Specifically:
- More kinds of transactions, specifically ‘material change transactions’ proposed by ‘healthcare entities’, would need to provide sixty (60) days’ advance notice to the Colorado Attorney General.
- More types of healthcare stakeholders would likely become subject to SB 41. This would be due to SB 41’s use of ‘healthcare entity’ for reporting requirements, which would loop various kinds of healthcare providers into the 60-day reporting requirement to the Colorado Attorney General.
- The Colorado Attorney General would become able to charge each filing party up to $5,000 for material change transactions.
- Similar notice would be required to the Colorado Attorney General where a material change transaction requires a regulatory filing pursuant to the Hart-Scott-Rodino Antitrust Improvements Act of 1976.
- Amendments to Colorado’s Hospital Transfer Act. SB 41 would change Colorado’s current Hospital Transfer Act. In particular:
- Parties to certain transactions under the Colorado Hospital Transfer Act would need to provide ninety (90) days’ notice to the Colorado Attorney General, instead of the current sixty (60).
- An additional category of transactions would fall within the Colorado Hospital Transfer Act’s purview–namely, for-profit to non-profit transactions*.
- Expanded Regulatory Oversight by the Colorado Attorney General. The Colorado Attorney General’s Office would enjoy expanded regulatory discretion to review qualifying healthcare transactions, including to delay or halt them.
- Provider Referral Disclosure Requirements. SB 41 would require providers to disclose financial relationships when referring a patient for designated health services (“DHS”) to an entity with which the provider, or an immediate family member of the provider, has a financial relationship with the entity. Specifically, the provider would have to disclose the nature of the financial relationship to the patient at the time of the referral for DHS.
Kinds of healthcare entities that would be subject to SB 41’s material change transaction requirements.
SB 41 would apply to ‘healthcare entities’. A ‘healthcare entity’ is defined as one, among other enumerated descriptions, that is, “a corporation. . . organization. . . or other entity that provides professional services required to be licensed. . .” under Colorado law for the provision of certain healthcare services such as medicine. This definition is encompassing and pulls in several kinds of healthcare stakeholders previously omitted under Colorado law.
Kinds of transactions that would be subject to SB 41’s notice requirements.
SB 41 would require that ‘material change transactions’ comply with its requirements. A ‘material change transaction’ would be one involving an agreement, arrangement, or activity that results in:
- Consolidation of two or more healthcare entities, including through a parent entity or forming a new organization;
- Any relationship between two or more entities that allows them to negotiate with insurance payors or third-party administrators jointly regarding rates; or,
- A person acquiring the management, ownership, control, or operations of a healthcare entity.
Facilities in Colorado that conduct transactions falling within the Colorado Hospital Transfer Act would also be subject to SB 41’s requirements.
Legal perspectives.
To understand Colorado SB 41, a look at current Colorado law provides context. Colorado’s Hospital Transfer and Antitrust Acts impose requirements similar to SB 41–albeit towards fewer kinds of healthcare stakeholders and transactions, and with different notice and filing content requirements. A rationale behind the Colorado Hospital Transfer and Antitrust Acts is to provide the Colorado Attorney General with a meaningful opportunity to scrutinize healthcare mergers and acquisitions. This regulatory oversight is intended to prevent anticompetitive market consolidation that poses harmful downstream effects toward Colorado patients.
When one compares SB 41 to the current Colorado Hospital Transfer and Antitrust Acts, it becomes apparent that a key goal in SB 41 is to give the Colorado Attorney General similar power over more kinds of transactions—increased discretion that, when used effectively, could well improve market quality and competition for the sake of Colorado patients.
However, by imposing additional regulatory gymnastics and fees, SB 41 could discourage healthcare stakeholders from pursuing operational strategy hosting promise toward access to care. What is more, SB 41 risks overlooking practical realities inherent to many transactions–for example, that quick deal finalization is often crucial for some healthcare entities to keep their lights on. This is particularly true in today’s era of budget decreases and funding cuts.
While SB 41 remains in its early legislative stages, the bill is certainly one to watch for Colorado healthcare providers and other stakeholders alike. The full text of SB 26‑041 is available at the Colorado General Assembly website at https://leg.colorado.gov/bills/SB26-041.
*Currently, Colorado’s Hospital Transfer Act contemplates three (3) categories of transactions: (1) For-profit to for-profit; (2) non-profit to non-profit; and, (3) non-profit to for-profit. Adding the fourth category of for-profit to non-profit transactions could meaningfully expand the Hospital Transfer Act’s application to Colorado healthcare transactions meaningfully.
