Enacted, CPOM and MSO restrictions
Oregon, SB 951 and HB 3410 (2025)
What it does: Bars an MSO, or an MSO’s agents, from holding majority ownership or exercising control over a professional medical entity. Restricts overlapping ownership by shareholders of professional medical entities and limits share-transfer arrangements. Reaches MSO control over scheduling, clinician compensation, coding, billing, and payer contract terms. Voids most physician noncompetes.
Practical impact: The strictest MSO statute in the country. Groups with Oregon PCs formed before June 9, 2025 have until January 1, 2029 to restructure, which sounds distant and is not, given that restructuring may involve share transfers, MSA renegotiation, and payer notification.
Sources: Enrolled bill · Holland & Knight implementation update (May 2026) · Nixon Peabody analysis
California, SB 351 and AB 1415 (2025)
What it does: Codifies and expands California’s CPOM and corporate practice of dentistry rules. Prohibits a private equity group or hedge fund from interfering with the professional judgment of physicians or dentists, expressly including determining what diagnostic tests are appropriate, determining the need for referrals, being responsible for the overall care of a patient, and determining how many patients a clinician may see or how many hours they may work. Separately bars management entities from participating in billing, coding, equipment selection, and clinical staff oversight. Makes noncompete and non-disparagement clauses in provider agreements unenforceable, with narrow exceptions for sale-of-business covenants and confidentiality.
AB 1415 expands healthcare transaction reporting.
Practical impact: The enumerated prohibitions should be reflected verbatim in your clinical carve-out. Note the explicit targeting of PE and hedge fund ownership — who owns the MSO is now legally relevant.
Sources: Benesch analysis · Epstein Becker Green · Stinson, on both laws now effective
Vermont, Act 133 (2026)
What it does: Three operative sections. § 9772 codifies Vermont’s common-law prohibition on corporate involvement in clinical decision-making as it relates to PE and hedge fund investments. § 9773 requires disclosure of PE and hedge fund ownership and control interests in certain health care entities. § 9774 provides for public transparency and information sharing.
Reporting trigger: Beginning March 1, 2027, health care facilities and MSOs in which a PE group or hedge fund held an ownership or investment interest as of June 1, 2026 must report specified ownership and control information to the Green Mountain Care Board.
Practical impact: Vermont had no meaningful CPOM doctrine before this. Groups operating there should assess both the substantive prohibition and the reporting obligation.
Sources: Act text · Bill status · Ropes & Gray analysis
Enacted, transaction review, notice, and transparency
These do not restrict the structure directly but impose notice, review, or disclosure obligations that can gate transactions.Pending and failed
Tracking these matters because a bill that fails one session frequently returns.The federal picture
Physician noncompete status, selected states
Relevant because several CPOM bills carry noncompete provisions.
Verify before drafting. This table will age, and several of these were enacted within the last year.
What to do about all of this
1
Scan quarterly
For every state you operate in. Law firm alerts and state legislature bill trackers are the practical sources.
2
Review the agreement stack annually, and immediately on a change
An MSA drafted before 2025 is very likely out of date in Oregon and California. See Get agreements reviewed.
3
Track compliance deadlines for pre-existing arrangements
Oregon’s is January 1, 2029. That is a restructuring project, not a document review.
4
Assess reporting obligations
Vermont from March 2027; several states already. Reporting obligations attach to the MSO, not only the PC.
5
Draft the clinical carve-out as a union
Cover the enumerated functions from every state you operate in, plus state-specific riders. See MSA clause anatomy.
Sources
- FTC, Federal Trade Commission Files to Accede to Vacatur of Non-Compete Clause Rule (Sept. 5, 2025); removal of 16 C.F.R. pt. 910, Federal Register (Feb. 12, 2026).