United States v. Vernon Home Health, Inc., Vernon Home Health Care Agency, Inc.

JERRY E. SMITH, Circuit Judge:

Vernon Home Health Care Agency, Inc. (“Vernon II”), a purchaser of the corporate assets of a medicare provider, Vernon Home Health, Inc. (“Vernon I”), appeals a summary judgment in favor of the government for repayment of medicare overpayments made to Vernon I. Finding that the Social Security Act and federal regulations preempt state corporate law in this regard, we affirm.

I

In March 1985, Vernon I, a Texas nonprofit corporation, sold its assets to Vernon II, a Texas corporation. Under the terms of the purchase agreement, Vernon II paid $23,051.96 for the assets…