Ralph Levy is a senior partner in the Healthcare practice at Dickinson Wright. He assists and advises entrepreneurs and owners of closely-held businesses in operationalizing their business plans, including the estate planning, business succession and tax planning issues thereof.
Ralph has over 40 years of experience in counseling clients in the Healthcare arena. He has served as General Counsel for a national health care services provider and manufacturer of medical equipment where he gained critical operating experience and an appreciation of the need for businesses to manage their legal matters in an efficient but proactive manner. He leverages this valuable knowledge by assisting clients in establishing, operating and expanding their businesses. Ralph also has significant experience advising boards of directors, compliance committees and senior management in connection with internal investigations and compliance-related matters.
Education & Credentials
Education
Colgate University
A.B., 1974- cum laude
Vanderbilt University
J.D., 1977- Nathan M. Burkan award by ASCAP for senior law school paper on "Estate Planning for Professional Songwriters After the Storm"
- American Jurisprudence Award for Civil Procedure
New York University School
LL.M., 1978- Taxation
Bar Admission
Acknowledgements
- Nashville Medical News
- "Top Thought Leader," 2021
- Nashville Medical News
- In Charge Healthcare List, 2018-2020
- Nashville Medical News
- "Who's Who" in Nashville's Medical Community
- Certificate of Merit from Tennessee Historical Society for assistance in preservation of The Temple Cemetery in Nashville, which is listed on the National Register of Historic Places, 2004
- Martindale-Hubbell® AV Rating
Prominent Assignments
Assisted owners of dialysis clinics in dispositions to national dialysis providers (straight sales and joint venture dispositions).
Negotiated medical director service agreements on behalf of nephrology groups with national dialysis providers and on behalf of owners of dialysis clinics with nephrologists and/or nephrology groups.
Assisted regional provider of therapeutic foster care and family based and other services for developmentally disabled persons in several transactions involving the acquisition of and/or provision of management and administrative services to other providers of similar services.
Assisted closely held provider of non-fossil fuel power generation services in entity formation, development of template agreements for the sale and/or lease of generators for the production of power and in the financing-related documents needed as to financing of the company.
Advised nationally recognized provider of pet grooming services in developing and implementing its business plan to provide high quality pet grooming services and retail sales of pet-related products from leased and franchise locations inside a major retailer and over the web.
Assisted founders of closely held manufacturing and services businesses (and their estates) in the sale of businesses to their adult children and/or key senior management personnel and in the preparation of buy-sell and other transaction-related documents in planning for business succession.
Advised the founders of a closely held business in a change of the form of legal entity that operated the business from one with limited term to one of unlimited duration, including obtaining approvals from all legally required state and federal regulatory agencies and from all minority investors as required by governing documents for the entity.
Assisted a United States-based distributor of products in negotiation of distribution agreements with domestic and international products manufacturers and dealer agreements for the sale of products in the United States and other countries.
Assisted executors in successful administration of estates; represented clients in probate-related litigation as to breach of fiduciary duty, actions to construe wills and trusts and the pursuit of spousal rights against estates.
Successfully represented the executor of the estate of a well-known Texas “outlaws” singer/songwriter, removing a caregiver from her role as co-executor and evicting her from the house of the decedent, resulting in great progress on the administration of the estate.
Professional Involvement
- Member, Nashville Bar Association (former Chair, Tax Committee on two occasions)
- Member, Tennessee Bar Association
- Member, American Health Lawyers Association
- Member, Middle Tennessee Estate Planning Council
Community Involvement
- Counsel and Board Member of the Tennessee Latin American Chamber of Commerce
- Formerly served as President of The Temple Congregation Ohabai Sholom (2014-2016)
- Served as Board Member and Secretary of Tennessee Jazz and Blues Society (2007-2008)
Prior Experience
Private practitioner in Nashville for more than 35 years, except for a ten-year period as General Counsel, Executive Vice President and Secretary of Gambro Healthcare, Inc., a national provider of dialysis services.
Publications/Presentations
- Co-Author, "Tips for negotiating physician employment agreements for 2024," Medical Economics, February 2024
- Co-Author, "Top Issues in Negotiating Physician Employment Agreements," Dickinson Wright Health Law Blog, December 2023
- Co-Presenter, “The Ins, Outs, and No-Nos in Negotiating Physician Employment Agreements,” Dickinson Wright Healthcare Webinar, November 2023
- Co-Author, "Tax Issues in Issuance or Repurchase of Equity in Physician and Other Practice Groups," Dickinson Wright Health Law blog, October 2023
- Author, "Care and Feeding of Practice Entities to Avoid Federal Tax Issues,” Dickinson Wright Health Law Blog, June 2023
- Speaker, “Tennessee Probate Process: In 7 Simple Steps,” National Business Institute, May 2023
- Speaker, "Estate Planning in Tennessee: From A to Z," National Business Institute, March 2023
- Author, "IRS Continues Attack on “Zero Out” of Profits by Closely-Held C Corporations," Thompson Reuters Checkpoint: Corporate Taxation, Volume 49, Number 5, September 2022
- Author, "Continued IRS Attack On ‘Zero Out’ Of Profits," Dickinson Wright Health Law Blog, June 2022
- Author, "Continued IRS Attack on 'Zero Out' of Profits," Healthcare Michigan, May 2022
- Author, "Proposed Federal Law Tax Changes - Whether, When, and What If None Take Place?," The Jewish Observer, February 2022
- Co-Presenter, "Estate Planning Ideas - For You and Your Loved Ones: What issues will arise as I plan for dealing in the future with my parents' estates as well as my own?," Jewish Federation, Professional Advisory Council, December 2021
- Presenter “Recent Federal Tax Developments and Proposed and Pending Federal Tax Legislation That Affect the Practice Groups of Physicians and Other Health Care Professionals” Dickinson Wright Annual Health Law Summit, November 2021
- Presenter, "Tennessee Business Law Update," Nashville Bar Association Business Law Institute, November 2021
- Author, "How will proposed changes in federal tax laws affect charitable giving?" The Jewish Observer Nashville, September 2021
- Author, “IRS Attack on `Zero Out` in Recent Tax Court Cases,” Healthcare Michigan, April 2021
- Presenter, “Top Mistakes in Negotiation of Confidentiality Agreements in Acquisition,” Law Practice CLE, February 2021
- Co-author, "$50 Million in Funding Available for Small Businesses in Tennessee," Dickinson Wright Client Alert, October 2020
- Co-author, "The OIG’s FAQs Related to COVID-19," Dickinson Wright Client Alert, August 2020
- Co-author, "$200 Million in Funding Available for Small Businesses Through New Tennessee Business Relief Program," Dickinson Wright Client Alert, June 2020
- Co-author, “Stark Law and Anti-Kickback Statute Waivers for COVID-19”, Dickinson Wright Client Alert, April 2020
- Author, “Tax Court Case Serves As Reminder For Health Care Providers to Properly Report Income and Substantiate Deductions”, Healthcare Michigan, April 2020
- Author, "IRS Invokes Tax-Exempt Status of Nonprofit Foster Agency," Journal of Health Care Compliance, January/February 2020
- Author, "Could you be responsible for your practice’s unpaid taxes?," Physician's Practice, September 2019
- Author, "IRS Announces Expanded Penalty Waiver for Individuals with Underpayment of 2018 Estimated Income Taxes," Dickinson Wright Tax Blog, April 2019
- Author, "Non-Performing Artists” Wait on IRS Final Regulations Under Section 199A," Dickinson Wright Tax Blog, January 2019
- Author, "IRS Issues Proposed Regulations On Deduction for Owners of Pass-Through Businesses: The Good, Bad and Ugly for Health Care Providers," Dickinson Wright Health Law Blog, October 2018
- Author, "IRS Issues Proposed Regulations On Deduction for Owners of Pass-Through Businesses: The Good, Bad and Ugly for Health Care Providers," Healthcare Michigan, September 2018
- Author, "Take Care In Structuring Loans to "S" Corporation," Dickinson Wright Tax Blog, November 2017
- Presenter, "Top Mistakes Made During an Acquisition and When Closing the Deal" NBI Seminar, December 14, 2017
- Presenter, "Ethics in Business Acquisitions" NBI Seminar, December 14, 2017
- Author, "Tax Court Decision Serves as Reminder of Need to Take Care in Structuring Management Services Agreements," Journal of Health Care Compliance, July-August 2017
- Author, "Recent Case Serves as Reminder to Take Care in Structuring Sales of Physician Practices," Dickinson Wright Tax Blog, June 2017
- Author, "Recent Case Serves as Reminder to Take Care in Structuring Sales of Physician Practices," Journal of Health Care Compliance, May-June 2017
- Author, "Caution As To Compensation Paid By Professional Corporations," Healthcare Michigan, April 2017
- Author, "Recent Tax Court Cases Serve as Reminder of Tax Risks of Shareholder Guarantees of Loans to S Corporations," Dickinson Wright Tax Blog, April 2017
- Author, "So You Want to “Make Partner”? A Word of Warning to Junior Professionals: Watch What You Wish For," Journal of Health Care Compliance, March-April 2017 and Dickinson Wright Health Care Blog, March 2017
- Author, "Effective Contract Management," The Corporate Counselor, January 2017
- Author, "Franchisees & Self-Employment Taxes," Dickinson Wright Tax Blog, November 2016
- Co-Author, "Renewed Perils From "Zeroing Out" a Corporation at Year-End," Dickinson Wright Health Care Blog, November 2016
- Author, “Supreme Court Declines to Review Appellate Decision Denying Deductibility of Payments under Management Services Agreement,” Journal of Health Care Compliance, September-October 2016
- Author, “New IRS Audit Rules: Is Your Health Care LLC Ready?” Healthcare Michigan, September 2016
- Author, “Take Care of the “Zero Out” of Income Generated by Incorporated Professional Practices,” Journal of Health Care Compliance, May/June 2016
- Author, “Impact of the Gig Economy on Legal Classification of Health Care Workers”, Journal of Health Care Compliance, March-April 2016
- Author, "Recent IRS Rulings Could Have Important Implications for Settlements of False Claims Act Violations," Journal of Health Care Compliance, November/December 2015
- Author, "Beyond the Letter of the Law: Why Business Acumen Matters For Outside Counsel," Inside Counsel, June 2015
- Author, "Recent IRS Internal Directive Is a Reminder of Tax Reporting Obligations for Payments by Health Care Providers to Independent Contractors," Journal of Health Care Compliance, May/June 2015.
- Author, "Tax Court Case Points Out Need for Care in Documenting Payments by Medical Practices," Journal of Health Care Compliance, January/February 2015.
- Author, "Recent Case Upholds Deductibility of Payments to Settle False Claims Act Allegations," Journal of Health Care Compliance, November/December 2014.
- Author, "Physician Denied Deduction for Repayments of Tuition Triggered by Failure to Meet Service Requirement," Journal of Health Care Compliance, May/June 2014.
- Author, "HHS Extends Safe Harbor for EHR Donations through 2020," Journal of Health Care Compliance, March/April 2014.
- Author, "Tax Court Decision Addresses Tax Deductibility of Payments under Management Services Agreement," Journal of Health Care Compliance, November/December 2013.
- Author, “Beware of the Tax Consequences of Physician Recruitment Payments,” Journal of Health Care Compliance, September/October 2013.
- Author, "The Good, the Bad, and the Ugly: Addressing Tax and Compliance Issues Posed by Electronic Health Systems," Journal of Health Care Compliance, July-August 2013.
- Co-Author, “HIPAA: Privacy, Security & the Consequences of a Breach for Dialysis Providers”, Nephrology News & Issues, Vol. 26, No. 10, September 2012.
- Author, "Back to the Future": Implications of Recent Developments in Physician Payment Methodologies." Journal of Healthcare Compliance, Sept/Oct. 2012.
- Author, “The Impact Of Terminating Employed Physicians”, Employment Law360, August 24, 2012.
- Presenter, "Implications of Recent Medicare Announcements on Trends in Physician Payment Methods" Webinar, OnlineTech, August 21, 2012.
- Author, "Impact of "Illegality" of Payment Arrangement under Stark Law on Payment for Services of Referring Physicians," Journal of Health Care Compliance, July- August 2012.
- Author, "Beware the Bundle: Medicare Announces Pilot Program for Bundled Payments to Providers," Journal of Healthcare Compliance, May - June 2012.
- Co-Author, “Proxy Voting at Tennessee Nonprofit Corporation Board Meetings,” Nashville Bar Journal, June 2012 (Vol. 12, Issue 5)
- ""Beware the Super-Bundle": Medicare Pilot Program on Bundled Payments to Health Care Providers Could Be the Next PPS for Dialysis," Nephrology News & Issues, Feb. 2012.
- Frequent presenter at continuing education seminars pertaining to corporate, tax, estate planning and related matters, including most recently in seminars held on June 9, 2015 entitled "Top LLC Mistakes to Avoid in Everyday Business Practices," May 11, 2015 entitled "The Ultimate Guide to Probate," December 20, 2014 entitled "Drafting and Negotiating Business Contracts," May 20, 2014 entitled "Probate Boot Camp," October 3, 2013 entitled "Current Developments, Strategies and Tips for Planners and Probate Practitioners," May 15, 2013 entitled "LLC vs. INC: Which Entity is Best for Small Business Clients?," March 12, 2013 entitled "Business Formations: Small and Emerging Businesses," May 16, 2012 entitled "Fundamentals of Trust Administration", December 10, 2010 entitled "Limited Liability Companies," October 21, 2010 entitled "Mergers and Acquisitions: Nuts and Bolts" and on August 4, 2010 entitled "LLC OR INC.? Entity Selection for a Small to Medium Sized Business" sponsored by the National Business Institute and as moderator of a panel discussion on "Estate Planning and Administration Issues for Closely Held Businesses" in the Nashville Bar Association sponsored "2009 Probate and Estate Planning Institute" held on October 13, 2009.
- Author of several articles in Dialysis & Transplantation, including “CMS Eliminates Transition Budget-Neutrality Adjustment to 2011 Payments“ (May 2011), “Medicare Issues Final Rule on Quality Incentive Program” (Feb-2011), “OIG Raises Concerns of Adjustments in Drug Acquisition Costs under Prospective Payment System” in Washington Update portion of December 2010 issue, “2011 Composite Rate Adjustment and Changes for Home Dialysis Patients” (Oct-2010), “Regulations Affecting Dialysis Services in 2010” (Feb-2010), “Free Nutritional Supplements for Dialysis Patients” (Oct-2009), and “The Impact of a Bundled Payment on the Rate of Home Dialysis Usage” (Sept-2009), “CMS Announces Procedures for Implementation of Life Safety Code Provisions Under New Conditions for Coverage” (June-2009) and “OIG Work Plan: Continuing Focus on Dialysis”(Feb-2009).