pider this Court's state-action Immunity Axtrine, when a local governmental entity pursuant to a clearly articulated and firmatively expressed state policy to dis. Place competition, it is exempt from scrutiny ander the federal antitrust laws. In this case, must decide whether a Georgia law that antes special-purpose public entities called hospital authorities and gives those enti- power to acquire hospitals, clearly articulates Chapter 131 Competition and Antitrust LAW 537 The Court Decides Federal Trade Comm 'n . Phoebe Putney Health System 568 U.S. 216 (2013) SOTOMAYOR, J., delivered the opinion for a unanimous Court. Memorial is one of two hospitals in Dough erty County. The second, Palmyra Medical Center (Palmyra), was established in Albany in 1971 and is located just two miles from Memorial... Together, Memorial and Palmyra account for 86 percent of the market for acute care hospitai services provided to commercial health care plans and their customers in the six counties surrounding Albany. Memorial accounts for 75 nes general corporate powers, including the percent of that market on its own. In 2010, PPHS began discussions with HCA and affirmatively expresses a state policy to [Palmyra's owner) about acquiring Palmyra. permit acquisitions that substantially lessen Following negotiations, PPHS presented the Authority with a plan under which the In 1941, the State of Georgia amended its Authority would purchase Palmyra with PPHS Constitution to allow political subdivisions to controlled funds and then lease Palmyra to provide health care services. ... Under the Law, a PPHS subsidiary for $1 per year under the a hospital authority "exercise[s] public and Memorial lease agreement. The Authority essential governmental functions and is del- unanimously approved the transaction. egated all the powers necessary or convenient After the FTC challenged the merger, to carry out and effectuate the Law's purposes. both a federal district court and the Elev. In the same year that the Law was enth Circuit held that the transaction was adopted, the city of Albany and Dougherty immune from antitrust liability under the County established the Hospital Authority of "state action" exemption. The Supreme Court Albany-Dougherty County (Authority) and the granted certiorari.) Authority promptly acquired Phoebe Putney In Parkerv. Brown, this Court held that Memorial Hospital (Memorial), which has because "nothing in the language of the been in operation in Albany since 1911. In Sherman Act or in its history" suggested that 1990, the Authority restructured its opera Congress intended to restrict the sovereign tions by forming two private nonprofit corpo capacity of the States to regulate their econo- rations to manage Memorial: Phoebe Putney mies, the Act should not be read to bar States Health System, Inc. (PPHS), and its subsid from imposing market restraints "as an act of lary. Phoebe Putney Memorial Hospital, Inc. government." Following Parker, we have held (PPMH). The Authority leased Memorial to that under certain circumstances, immunity PPMH for $1 per year for 40 years. Under the from the federal antitrust laws may extend to lease, PPMH has exclusive authority over the nonstate actors carrying out the State's regu- operation of Memorial.... latory program. competition.... (continued We have no doubt that Georgia's hospi. tal authorities differ materially from private corporations that offer hospital services. But nothing in the Law or any other provision of Georgia law clearly articulates a state policy 518 The Law of Healthcare Administration reg an th IIII (continued from previous page) But given the fundamental national values of free enterprise and economic competition that are embodied in the federal antitrust laws, "state-action immunity is disfavored, much as are repeals by implication. Consis- tent with this preference, we recognize state to allow authorities to exercise their general action immunity only when it is clear that the corporate powers, including their acquisi- challenged anticompetitive conduct is under- tion power, without regard to [the] negative taken pursuant to a regulatory scheme that effects on competition. ... "is the State's own." We hold that Georgia has not clearly articulated and affirmatively expressed a Our case law makes clear that state-law policy to allow hospital authorities to make authority to act is insufficient to establish acquisitions that substantially lessen compe state-action immunity: the substate govern tition. The judgment of the Court of Appeals mental entity must also show that it has been is reversed, and the case is remanded for delegated authority to act or regulate anti further proceedings consistent with this competitively. ... opinion. Discussion Questions 1. Research and explain the community of Albany-Dougherty County and the corporate structure involved in this case. Who do you suppose were the officials in the various corporate entities? 2. Explain how the transaction was structured, and why. 3. The federal trial court was the US District Court for the Middle District of Georgia; the Court of Appeals was the Eleventh Circuit, which sits in Atlanta. Considering the locations of and incumbent judges on these courts, why might the Supreme Court have a different worldview and a different perspective on the policy aspects of this issue? pider this Court's state-action Immunity Axtrine, when a local governmental entity pursuant to a clearly articulated and firmatively expressed state policy to dis. Place competition, it is exempt from scrutiny ander the federal antitrust laws. In this case, must decide whether a Georgia law that antes special-purpose public entities called hospital authorities and gives those enti- power to acquire hospitals, clearly articulates Chapter 131 Competition and Antitrust LAW 537 The Court Decides Federal Trade Comm 'n . Phoebe Putney Health System 568 U.S. 216 (2013) SOTOMAYOR, J., delivered the opinion for a unanimous Court. Memorial is one of two hospitals in Dough erty County. The second, Palmyra Medical Center (Palmyra), was established in Albany in 1971 and is located just two miles from Memorial... Together, Memorial and Palmyra account for 86 percent of the market for acute care hospitai services provided to commercial health care plans and their customers in the six counties surrounding Albany. Memorial accounts for 75 nes general corporate powers, including the percent of that market on its own. In 2010, PPHS began discussions with HCA and affirmatively expresses a state policy to [Palmyra's owner) about acquiring Palmyra. permit acquisitions that substantially lessen Following negotiations, PPHS presented the Authority with a plan under which the In 1941, the State of Georgia amended its Authority would purchase Palmyra with PPHS Constitution to allow political subdivisions to controlled funds and then lease Palmyra to provide health care services. ... Under the Law, a PPHS subsidiary for $1 per year under the a hospital authority "exercise[s] public and Memorial lease agreement. The Authority essential governmental functions and is del- unanimously approved the transaction. egated all the powers necessary or convenient After the FTC challenged the merger, to carry out and effectuate the Law's purposes. both a federal district court and the Elev. In the same year that the Law was enth Circuit held that the transaction was adopted, the city of Albany and Dougherty immune from antitrust liability under the County established the Hospital Authority of "state action" exemption. The Supreme Court Albany-Dougherty County (Authority) and the granted certiorari.) Authority promptly acquired Phoebe Putney In Parkerv. Brown, this Court held that Memorial Hospital (Memorial), which has because "nothing in the language of the been in operation in Albany since 1911. In Sherman Act or in its history" suggested that 1990, the Authority restructured its opera Congress intended to restrict the sovereign tions by forming two private nonprofit corpo capacity of the States to regulate their econo- rations to manage Memorial: Phoebe Putney mies, the Act should not be read to bar States Health System, Inc. (PPHS), and its subsid from imposing market restraints "as an act of lary. Phoebe Putney Memorial Hospital, Inc. government." Following Parker, we have held (PPMH). The Authority leased Memorial to that under certain circumstances, immunity PPMH for $1 per year for 40 years. Under the from the federal antitrust laws may extend to lease, PPMH has exclusive authority over the nonstate actors carrying out the State's regu- operation of Memorial.... latory program. competition.... (continued We have no doubt that Georgia's hospi. tal authorities differ materially from private corporations that offer hospital services. But nothing in the Law or any other provision of Georgia law clearly articulates a state policy 518 The Law of Healthcare Administration reg an th IIII (continued from previous page) But given the fundamental national values of free enterprise and economic competition that are embodied in the federal antitrust laws, "state-action immunity is disfavored, much as are repeals by implication. Consis- tent with this preference, we recognize state to allow authorities to exercise their general action immunity only when it is clear that the corporate powers, including their acquisi- challenged anticompetitive conduct is under- tion power, without regard to [the] negative taken pursuant to a regulatory scheme that effects on competition. ... "is the State's own." We hold that Georgia has not clearly articulated and affirmatively expressed a Our case law makes clear that state-law policy to allow hospital authorities to make authority to act is insufficient to establish acquisitions that substantially lessen compe state-action immunity: the substate govern tition. The judgment of the Court of Appeals mental entity must also show that it has been is reversed, and the case is remanded for delegated authority to act or regulate anti further proceedings consistent with this competitively. ... opinion. Discussion Questions 1. Research and explain the community of Albany-Dougherty County and the corporate structure involved in this case. Who do you suppose were the officials in the various corporate entities? 2. Explain how the transaction was structured, and why. 3. The federal trial court was the US District Court for the Middle District of Georgia; the Court of Appeals was the Eleventh Circuit, which sits in Atlanta. Considering the locations of and incumbent judges on these courts, why might the Supreme Court have a different worldview and a different perspective on the policy aspects of this issue