Attorney General Schwalb Announces Agreement Regarding Legally Required Review of Proposed Transfer of Nonprofit George Washington University Physician Group

Attorney General Brian L. Schwalb today announced that the Office of the Attorney General (OAG) will have until at least September 30, 2026, to review the proposed transfer of certain assets, physicians, and other health care personnel from The Medical Faculty Associates, Inc. (MFA), a nonprofit operationally controlled by The George Washington University (GW), to Foggy Bottom Physician Group (FBPG), a nonprofit controlled by for-profit Universal Health Services, Inc. (UHS). In an agreement filed with D.C. Superior Court, the MFA, GW, and UHS agreed to continue sharing information and documents to enable OAG to complete a careful review of the transaction. UHS also agreed to pay the District a fine of $610,000 for delays in the review process.

Under DC’s Healthcare Entity Conversion Act (HECA), a for-profit company cannot acquire control over a District nonprofit healthcare entity without OAG reviewing and approving the proposed transaction. This legal safeguard is intended to preserve taxpayer-supported nonprofit healthcare resources in the District. The DC Council adopted HECA in the 1990s in direct response to UHS’s acquisition of the formerly nonprofit GW Hospital. Under today’s agreement, OAG will have a full opportunity to determine whether the proposed transfer of MFA’s assets to FBPG will preserve the value of those assets and carry forward MFA’s nonprofit purpose of delivering high-quality, affordable health care to District residents.

“GW Medical Faculty Associates is a nonprofit corporation that, with the benefit of charitable assets and taxpayer support, cares for thousands of patients every day,” said Attorney General Schwalb. “As District law requires, my office will continue reviewing this proposed transfer of control to ensure the continuity of the MFA’s vital nonprofit mission—uninterrupted, high-quality, affordable health care for DC residents.”

MFA is the largest medical group practice group in the District and a 501(c)(3) registered nonprofit operationally controlled by GW, which is also a nonprofit. The group has employed over 700 providers who see thousands of patients daily at dozens of locations in the District, including GW Hospital and Cedar Hill Regional Medical Center. Some of the doctors the MFA has employed also teach and conduct research at GW’s School of Medicine and Health Sciences.

In 2025, GW began negotiations to transfer certain MFA assets to UHS, a for-profit corporation that owns GW Hospital and is one of the largest hospital operators and healthcare services providers in the US. According to public reporting, GW has been subsidizing the MFA’s financial shortfalls over the past few years. GW and UHS plan to transfer MFA’s assets to FBPG, a new nonprofit that UHS created for this transaction and controls. 

In April 2026, OAG opened a HECA-mandated investigation into the planned transaction. Under the agreement filed today with the court, the transaction will operationally close on July 31, 2026, but OAG will retain the ability to modify or reject it. OAG’s review will continue for at least another two months, until September 30, 2026. The parties will continue to cooperate with the review and fund the experts OAG has retained for assistance. Once the review is completed, OAG will determine whether to approve the transaction, disapprove it, or approve it with conditions designed to protect the MFA’s charitable assets and nonprofit purpose.

The agreement is available here. 

The complaint is available here.

This matter is being handled by Assistant Attorneys General Martine Wilson, Leonor Miranda, and Elanor Sands, and is overseen by Adam Gitlin, Chief of the Antitrust and Nonprofit Enforcement Section.
 

OAG’s Oversight of District Nonprofits

OAG is responsible for oversight of charitable organizations and their assets in the District of Columbia and is tasked with protecting residents from fraud by charities and nonprofits. By law, nonprofits and charities are required to keep OAG up to date about plans to end or change their status.

If you suspect that a nonprofit or officer of a nonprofit doing business in the District of Columbia is violating District law, please contact OAG at (202) 727-3400 or nonprofit@dc.gov.