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Biography

Chuck has extensive experience representing businesses in all commercial matters, including health care providers, physicians and other professionals, financial institutions, energy development firms and other businesses in organizing and acquiring new businesses, complicated transactions, and agreements. His practice covers all aspects of corporate, commercial, real estate, health care and mineral and energy development matters.

Chuck represents hospitals, behavioral health facilities, nursing homes and physicians in West Virginia regarding all aspects of regulatory and corporate compliance, including HIPAA, certificate of need, rate review, managed care contracts, reimbursement disputes, licensing and fraud and abuse issues. He is routinely involved in privacy matters including compliance with HIPAA requirements and responding to large scale privacy breaches.

He also advises clients regarding formation and compliance issues for nonprofit organizations, including seeking and maintaining tax exempt status, maintaining publicly supported charity status, executive compensation and excess benefits transaction issues, and corporate governance matters.

He routinely represents and advises clients on general corporate matters, including the formation, operation, and related business planning for closely held corporations, limited liability companies and other business organizations. He counsels businesses on various state and local tax issues related to their organization and operation. He also represents businesses and individuals as to succession planning issues. He represents individuals in end of life planning.

Chuck is involved in complex commercial transactions and loans. He represents financial institutions in complex loan workouts, foreclosures, collection actions and bankruptcy proceedings. He also represents commercial developers and owners with real estate acquisition and development, leasing, financing, land use, and repossession issues. He has served as bond counsel and issuer’s counsel on several tax-free bond issuances in West Virginia.

He has represented lenders and borrowers in the financing of large scale wind and other alternative energy projects, including loan and bond financing. He frequently advises clients on complex commercial transactions, focusing on the health care, technology and the mineral and energy development industries. He has represented lenders and borrowers in small business loans. He represents clients in mergers and acquisitions, leases, joint ventures, debt financing (domestic and international) and bond financing. He also represents lenders and borrowers in distress and workout arrangements.

He advises craft brewers, wineries and distilleries as to federal and state licensure and regulatory issues.

Chuck was formerly counsel to the West Virginia Health Care Authority, responsible for certificate of need, rate review for hospitals, and financial disclosure matters.

He enjoys mountain biking, coin collecting, music, wine and craft beer tasting, gardening, history and genealogy and photography.

Related Insights

Experience

Health Care Innovation

Health Care Innovation

Chuck represents hospitals, behavioral health facilities, nursing homes and physicians in West Virginia regarding all aspects of regulatory and corporate compliance. This includes HIPAA, certificate of need, rate review, managed care contracts, reimbursement disputes, licensing and fraud and abuse issues. He is routinely involved in privacy matters including compliance with HIPAA requirements and responding to large scale privacy breaches.

Chuck was formerly counsel to the West Virginia Health Care Authority, responsible for certificate of need, rate review for hospitals, and financial disclosure matters.

  • Sale of Skilled Nursing Facility (SNF): Represented the seller in the sale of a hospital-based SNF to an independent long-term care group, including resolution of civil monetary penalty issues.
  • Large Health Care REIT: Served as local counsel in Indiana, Virginia and Ohio regarding a $1.9 billion, two-tier health care REIT transaction involving senior living facilities, including local counsel opinions, title insurance and mortgage issues associated with the local facilities.
  • Large Home Health Acquisition: Represented the purchaser in a large national home health acquisition in excess of $200 million, including local regulatory due diligence, certificate of need and licensure and certification issues.
  • Commercial Lease Dispute: Represent tenant is termination of a long-term commercial lease for a behavioral health facility.
  • Purchase of Canada Pharmacy: Local counsel in the acquisition of Canada pharmacy in excess of $200 million.
  • Behavioral Health Reform Litigation: Successfully represented a group  of providers that sought relief against several State agencies in Circuit Court and the West Virginia Supreme Court of Appeals to address problems anticipated in a system re-design for residential child care facilities, including development of new program requirements, new Medicaid and other governmental payor reimbursement methodologies, and compliance with administrative rule-making to implement such changes, compliance with federal and State Medicaid requirements, provider agreements and compliance with State licensure requirements. After the West Virginia Supreme Court of Appeals granted a stay and issued a writ of mandamus as moulded, successfully negotiated an agreed resolution with State agencies that maintains the existing reimbursement scheme and the status quo as to other proposed changes.
  • Local Counsel: Served as local counsel in a large nationwide loan for a national pharmaceutical manufacturing firm, including providing a local counsel opinion.
  • Certificate of Need (CON): Represented the applicant in obtaining a certificate of need to develop a new home health agency in West Virginia, including review of CON application and need methodology and represented the applicant in a CON hearing before the West Virginia Health Care Authority.
  • Mobile X-ray Acquisition: Represented the seller in an asset acquisition, including certificate of need and due diligence matters.
  • Managed Care Contracts: Represented managed care network in developing model managed care professional services contracts for managed care network.
  • Certificate of Need: Successfully represented mobile X-ray company in a hotly contested adversary hearing before the West Virginia Health Care Authority to obtain a certificate of need to develop a state-of-the-art mobile X-ray service to serve nursing homes and assisted living facilities throughout West Virginia. Successfully represented the applicant in an administrative appeal before the WV Office of Judges.
  • Arbitrator: Successfully arbitrated a dispute between a hospital and a physician regarding the repayment obligation of the physician under a recruitment agreement. He currently serves as a dispute resolver for the American Health Lawyers Association (AHLA) panel for mediation and arbitration of health care disputes.
  • Behavioral Health Licensure: Successfully represented new behavioral health facility in a series of closure actions by State licensure agency, including administrative litigation and informal dispute resolution.
  • Hospice Acquisition: Represented buyer in acquiring a hospice care facility in West Virginia, including appearance at an adversary hearing before the West Virginia Health Care Authority.
  • Behavioral Health Facility: Successfully represented provider in civil and administrative litigation regarding closure efforts and multiple sanctions by several State agencies, including licensure, fraud and abuse, certificate of need, malpractice, reimbursement, and civil rights issues.
  • HIPAA Compliance: Represented hospitals, physician groups and other covered entities as to the development of HIPAA compliance plans and HIPAA audits and investigations. Rapid investigation and response to potential breaches of protected health information. Also addressed issues related to HITECH and Electronic Health Record compliance.
  • Licensure Dispute: Successfully represented new behavioral health facility providing MR/DD Waiver services in administrative litigation to avoid closure, including multiple plans of correction and administrative proceedings.
  • Home Health Agency: Represented Home Health Agency with regards to certificate of need and licensure and certification issues related to its development and expansion. Also assisted with the acquisition of another hospital-based home health agency and addressed potential certificate of need violations with the establishment of a new office.
  • Nursing Home Group: Provided advice concerning all aspects of acquisition of nursing home facilities, including certificate of need and licensure and certification issues.
  • West Virginia Behavioral Health Care Providers Association (WVBHCPA): Represented the WVBHCPA is filing an amicus brief in support of reforming system of care.
  • Mobile Ultrasound Screening Services: Obtained statewide certificates of need for development of mobile health screening services, and successfully appealed challenges and appeals.
  • Behavioral Health Care Facility: Responded to stolen laptop and inadvertent data breach, including mitigation, risk management, and advice regarding privacy and security issues.
  • Ambulatory Surgery Center (ASC): Successfully obtained a certificate of need for a new ambulatory surgical center. Provided advice concerning certificate of need, Stark law, and other regulations. Handled further certificate of need matters governing the expansion and relocation of the existing ASC.
  • Large Regional Cardiothoracic Surgeon Group: Negotiated contractual agreements with large national hospital chain related to the development of new open-heart surgery program.
  • Acquisition of Nursing Homes and Alternative Living Facilities: Represented buyers and sellers of nursing homes and alternative living facilities in Ohio and West Virginia, including negotiating and documenting the transaction, financing and loan documentation, certificates of need, licensure and certification, reimbursement, provider agreements, litigation, risk management and due diligence issues.
  • Assisted Living Facilities: Served as West Virginia Counsel for the acquisition of assisted living facilities, including licensure, certificate of need and other compliance issues.

Education & Child Welfare

  • Child Welfare Agency: Successfully represented a child welfare agency in a high-profile closure, including addressing licensure violations and negotiating a plan of correction to enable a reopening of the facility.
  • Child Welfare Agency: Represented child welfare agency in an administrative hearing and related licensure compliance issues associated with the closure of three group homes.
  • Child Welfare Agency: Successfully represented a child welfare agency in addressing closure of an on-site school for a residential facility by the West Virginia Board of Education. Also negotiated a new agreement and navigated a new educational plan allowing the prompt reopening of the school.
  • Pressley Ridge: Provided general representation for a childcare agency regarding licensure, reimbursement, certificate of need, employment, risk management and administrative and civil litigation, nonprofit governance and other issues related to behavioral health services.

Nonprofits

Chuck advises clients regarding formation and compliance issues for nonprofit organizations, including seeking and maintaining tax exempt status, maintaining publicly supported charity status, executive compensation and excess benefits transaction issues, and corporate governance matters.

  • Challenge to PEIA Denial of Coverage: Successfully challenged a State agency determination that a nonprofit agency providing services to the intellectually and developmentally disabled did not qualify for coverage of its employees by the West Virginia Public Employees Insurance Agency.
  • Formation of Community Foundations: Organized two, new nonprofit community foundations, including drafting articles of incorporation and bylaws, business registration, obtaining a tax exemption, reviewing fund agreements, negotiating with existing foundation for granting of funds, and other aspects of establishing a new tax-exempt community foundation.

Energy & Natural Resources

  • Alternative Energy: Represented borrower in bond transaction to construct an innovative technology used to convert municipal solid waste using a mechanical/biological process to alternative fuel.
  • Large Coal Loan (Lender’s Counsel): Served as local lenders counsel in a large loan secured by coal assets, including drafting a deed of trust and conducting title update on coal assets, closed within a remarkably short time period.
  • Local Borrower’s Counsel: Serve as local borrower’s counsel for large international project to construct an alternative fuel project designed to convert municipal solid waste into solid fuel using a proprietary mechanical and biological process.
  • Large Commercial Oil and Gas Loan: Served as West Virginia special lender’s counsel in $500 million loan involving oil and gas and transmitting utility interests as collateral in several states.
  • Large International Loan for Mining Manufacturer: Represented a German borrower and the two United States subsidiaries as guarantors in a EUR 70 million loan by Commerzbank and other international banks.
  • Wind Energy Project: Represented a group of international and domestic lenders in a loan to fund the development of a large wind energy project in West Virginia, including serving as environmental counsel and also as West Virginia counsel for the lenders, including oversight and due diligence as to environmental and regulatory aspects, oversight as to real estate and title insurance issues, including many complicated issues as to title and title insurance issues, review and advice as to administrative proceedings and litigation as to noise complaints and other risk management and due diligence issues.
  • Coal Acquisition Due Diligence: Conducted real estate due diligence as to mineral and other assets acquired out of bankruptcy in multistate large coal acquisition; served as West Virginia counsel as to certain deal aspects.
  • Wind Energy Project: Served as West Virginia lender’s counsel for an approximately $600 million loan to finance the NedPower Mount Storm Wind Energy Project, a 264-megawatt wind farm, including review of loan documents, environmental, regulatory and real estate due diligence for lenders, a consortium of international banks. Overview of complex title insurance, real estate, and administrative and civil litigation issues.
  • Large Coal Company: Represented coal company regarding all aspects of acquisition of coal leases and related real estate and mineral issues.
  • Oil and Gas Owners: Represented mineral owners in civil litigation to declare their ownership interests and to collect unpaid royalties.
  • Atlantic Development & Capital LLC: Handled the acquisition of coal and other assets in excess of $80 million.

Finance & Real Estate

Chuck is involved in complex commercial transactions and loans. He represents financial institutions in complex loan workouts, foreclosures, collection actions and bankruptcy proceedings. He also represents commercial developers and owners with real estate acquisition and development, leasing, financing, land use, and repossession issues. He has served as bond counsel and issuer’s counsel on several tax-free bond issuances in West Virginia.

  • Agricultural Loan: Represented an international lender in a large agricultural loan secured by real estate, personal property and livestock.
  • Loan Workout and Refinance: Represented national bank in refinancing a large commercial real estate development, including subdividing the retail property.
  • Large Regional Bank: Handled collection, loan workout, foreclosure, bankruptcy and real estate and regulatory matters in West Virginia. Projects included workouts of loans to restaurant franchisees, foreclosure of a golf course, foreclosure and bankruptcy regarding a large ski resort and high-end residential development, a structured auction of two land companies, foreclosure of commercial and residential developments throughout West Virginia and other issues related to large commercial loans.
  • Large Agricultural Loan: Represented international lender in a large agricultural loan involving ranches and livestock in West Virginia.
  • Lender Liability: Provided advice to banks and financial institutions regarding lender liability, including environmental concerns upon foreclosure.
  • Commercial Loan: Represented the borrower as West Virginia counsel in a $1.5 million multistate commercial loan.
  • International Resort: Represented the borrower in a loan closing on a loan in excess of $40 million to fund construction of a high-profile casino at an international resort. Closed in less than one week.
  • Land Use: Advised the developer and a large retail chain as to new development, including land use issues, entitlements, laws governing sale of alcohol and special use permits. Provided representation before the local board of zoning appeals to obtain special use permits for the project.
  • Restructuring Real Estate for National Franchise: Helped to restructure national franchise chain’s ownership of restaurants including multiple West Virginia properties.
  • Monongalia County Building Commission: Served as issuers counsel for several bond issuances for health care providers, including a hospital and a nursing home, to fund capital improvements.
  • Bond Counsel: $55,195,000 2018 State Park Bonds. Served as co-bond counsel for the 2018 West Virginia Excess Lottery Revenues Series 2018 Bonds to improve the West Virginia State Park System.
  • West Virginia School Building Authority Bonds: Served as issuer’s counsel for the 2018A West Virginia School Building Authority $39,580,000 Bonds.

Technology, Privacy & Data Security

  • Social Media and Privacy: Counseled client as to privacy and security implications of social media and internet applications providing a medical records interface and repository.
  • Privacy Issues for Navigators: Represented a Navigator in West Virginia related to compliance by Navigators for the West Virginia Health Benefit Exchange, a State partnership Exchange, with the privacy and security provisions of the Affordable Care Act and other requirements.
  • International Research Firm: Provided comprehensive and rapid response to a data breach under HIPAA and State disclosure and breach notification laws, including mitigation, risk management, and advice regarding privacy and security issues.
  • Spanish Technology Foundation: Counseled on the organization of U.S. subsidiary of technology foundation based in Spain.

Consumptive Goods - Breweries, Wineries & Distilleries

Chuck advises craft brewers, wineries and distilleries as to federal and state licensure and regulatory issues.

  • Acquisition of Craft Brewery: Represented craft brewery in West Virginia in stock acquisition, including federal and State licensure and regulatory approvals for acquisition, due diligence, negotiate stock agreements, injection of capital and expansion of brewery operations and all other aspects of acquisition.
  • Craft Brewery Startups: Assisted craft brewery and a craft cidery in startup of new facilities in West Virginia, including organizational matters, federal and state licensing requirements and all aspects of regulatory compliance.
  • Dram Shop Liability: Successfully negotiated settlement of civil litigation on behalf of three craft breweries related to serving beer at a craft beer festival.
  • West Virginia Craft Brewers Guild: Lobbied for the passage of Senate Bill 273 which made several important changes for the craft brewing industry in West Virginia, including graduated licensing fees and retail sale of growlers.
  • West Virginia Craft Brewers Guild: Organized and counseled trade association for West Virginia craft brewers.
  • Craft Brewery: Advised client as to the organization, development and licensure of a craft brewery in West Virginia, including various issues related to obtaining a residential brewer and brew pub license, as well as other licenses, permits and requirements, including health, sanitary, environmental and safety issues.
  • Small Business Loan: Represented the borrower to obtain a small business loan to finance the constructions and operation of an upstart craft brewery in West Virginia.

Other Info About Chuck

Education

Law School

West Virginia University College of Law, J.D., 1986

Undergraduate School

Harvard University, B.A., 1981, cum laude

Bar Membership

Chuck is licensed to practice in the following state(s):

West Virginia

Courts

Chuck is admitted to practice before the following court(s):

U.S. District Court for the Southern District of West Virginia

U.S. District Court for the Northern District of West Virginia

U.S. Court of Appeals for the Fourth Circuit

West Virginia Supreme Court of Appeals

Recognition

Local & National Recognition

BV® Rated, Martindale-Hubbell®

Featured Case: FBT attorneys granted stay in West Virginia, ensuring continued care for over 300 children in need

Professional Affiliations

Professional Affiliations & Memberships

West Virginia State Bar: Administrative Law, Energy Committee, Alternative Energy Subcommittees; prior service on Law and Medicine Committee, Chair (2011-2012)

Kanawha County Bar Association

American Bar Association: Member, Health Care Law Section, Administrative Law Section

West Virginia Chamber of Commerce: Member, Health Care Committee; Member, Energy Committee

American Health Lawyers Association: Long Term Care Committee; Health Information & Technology Committee; Behavioral Health Task Force

Energy and Mineral Law Foundation

West Virginia Bankers Association

West Virginia Hospital Association

West Virginia Health Care Association

West Virginia Coal Association

West Virginia Craft Brewers Guild< Associate Member

Independent Oil & Gas Association

International Association of Privacy Professionals

Civic Activities

Civic & Charitable Organizations

American Lung Association of West Virginia:

  • Participant-Greenbrier River Trail Bike Trek (100 mile fund raising event, 2013-2019)
  • Greenbrier River Trail Bike Trek, Chair/Co-Chair, Steering Committee, 2017-2019
  • Member, West Virginia Board of Advisors (2015-present); Vice-Chair, 2016-present

Harvard Club of West Virginia, Alumni Admissions Committee, 1999-present; Executive Committee, 2004-present; past President; Treasurer, 2018-present.

Friends of Harvard Track

Mountain State Numismatic Society, Board Member, 2017-present

River City Coin Club, Secretary and Director, 2017-present

American Numismatic Association, Member, 2017-present

Rails to Trails Conservancy, Member

Mon River Trails Conservancy, Member

New River Gorge Trail Association, Member, 2018-present

Country Roads Cyclists, Member

Presentations

Chuck was invited to speak at the following events:

Chuck Johnson quoted regarding banking laws and medical cannabis regulation:

https://www.wvgazettemail.com/news/legal_affairs/with-feds-in-mind-wv-treasurer-lawyers-up-on-medical/article_0e50e7d4-317c-56ea-81ca-1a0a3c0de578.html

Panel Discussion, West Virginia Craft Beverage Summit, April 8, 2019. Panel discussion participant as to recent legislation affecting craft breweries, distilleries and cideries.

Financing and Medical Marijuana,” West Virginia Legislature, Joint Committee on Health, September 17. 2018.

“Financing and Investing in the Marijuana Industry,” West Virginia State Bar 2018 Medical Marijuana Law Seminar, May 23, 2018.

“Medical Marijuana in Long Term Care–What Providers Should Do to Prepare for the Rollout,” West Virginia Health Care Association, May 7, 2018.

“Franchise Agreements in West Virginia–Outline of Legal Requirements for Craft Brewers,” West Virginia Craft Brewers Guild,  April 16, 2018.

“West Virginia Medical Marijuana Law: Financing and Investing in the Medical Marijuana Industry,” West Virginia Medical Cannabis Law Conference, October 18, 2017 in Charleston, WV.

“Recovery Audit Contractors–How to Effectively Respond to RAC Audits,” Health Care Law Seminar sponsored by the WVU College of Law and the West Virginia State Bar Law and Medicine Committee on September 11, 2015 in Morgantown, WV.

“Navigating the Rapids: Certificate of Need Issues in West Virginia,” West Virginia Health Care Financial Management, May 22, 2015, Stonewall Jackson Resort.

“The Future of the Craft Beer Industry in West Virginia,”West Virginia Beer and Wine Association,Winter Meeting, February 16, 2015, Charleston, WV. Represented the West Virginia Craft Brewers Guild by serving on a panel that also included beer and wine distributors, as well as WVABCA representatives.

 

Major Publications

Chuck is an author/involved in the the following publications:

Greenbrier Valley Brewing Shows Off Expansion, Brilliant Stream, October 3, 2018. Chuck assists in expansion of craft brewery in West Virginia.

New Owner, New Plans at Greenbrier Valley, Brilliant Stream, August 24, 2018. FBT and Chuck assist in acquisition  and expansion of  craft brewery in West Virginia.

Proposed Amendment to Rule 1.2 of the Rules of Professional Conduct, West Virginia Supreme Court of Appeals, April 4, 2018. Proposed changes to the ethics rules adopted by the West Virginia Supreme Court of Appeals related to advising medical marijuana related business clients regarding compliance with West Virginia Medical Cannabis Act.

“The Rollout of Medical Marijuana in West Virginia–Challenging Legal Frontier or Barren Desert?” The West Virginia Lawyer, Spring 2018.

Proposed Amendment to Rule 1.2 of the Rules of Professional Conduct, West Virginia Supreme Court of Appeals, January 10, 2018. Chuck moved the West Virginia Supreme Court of appeals to amend the Rules of Professional Conduct to address the ethical dilemmas faced by West Virginia attorneys in representing medical cannabis related.

“Medical Marijuana Takes Root in West Virginia”, West Virginia Journal Digital Edition

“WV Celebrates Growler Fills, Brilliant Stream,” June 12, 2015. Chuck served as the lobbyist for the West Virginia Craft Brewers Guild in getting legislation passed to allow retail growler sales, to reduce licensing fees and to provide other important benefits to the craft beer industry in West Virginia.

“Tomblin Signs Craft Beer, Tourism Legislation,” Charleston Gazette-Mail, May 11, 2015. Chuck was involved in West Virginia Craft Beer Legislation.

“Craft Beer Bill Advances to Judiciary Committee,” Charleston Gazette-Mail, February 11, 2015. Chuck was involved in West Virginia Craft Beer Legislation.