Ex-in-House Counsel Accused in Hospital Takeover Scheme

B

y Madison Arnold

LAW360

 

Law360 (July 7, 2026, 4:56 PM EDT) — American Healthcare Systems Corp. and its founder announced Tuesday that they have filed an amended complaint in California state court against the company’s former in-house counsel, alleging he orchestrated a coordinated extortion and takeover scheme to seize control over the corporation.

 

AHS’ founder and CEO Mike Sarian has claimed civil extortion, assault, intentional infliction of emotional distress, breach of contract and breach of fiduciary duty by Faisal Gill, who served as in-house counsel, corporate secretary and a member of its board of directors, as well as Aramais Paronyan, a minority shareholder of AHS.

 

That suit, filed in Los Angeles County Superior Court, comes after several Florida Healthcare Systems of America affiliates filed suit last month in Miami against Sarian, who they claim diverted at least $14 million from HSA corporate accounts to his own personal accounts and family trust from September 2024 to January 2026. HSA operates healthcare facilities in Louisiana and Texas in addition to Florida.

 

“We are deeply hurt on a personal level because Faisal Gill was not only our attorney but also a good friend who has betrayed us by breaching attorney-client privilege, among other things. Additionally, Aramais Paronyan was a dear friend and served as the godfather to our marriage in the Armenian tradition. However, our primary focus remains on patient care and the safety of the hospitals and their employees,” Sarian said in a statement to Law360 Pulse Tuesday.

 

An attorney for the defendants didn’t immediately respond to a request for comment Tuesday afternoon.

 

Sarian said Tuesday that he founded and still owns the separate HSA hospital network, including its Florida hospitals, called HSA Florida, which Gill now controls.

 

“I built these hospitals over decades, and I have done everything in my power to protect them, the patients and employees who depend on them, and my family,” Sarian said in a statement Tuesday. “These allegations are now before the courts, and I am confident the facts and the records will speak for themselves.”

 

In his complaint, Sarian argues that Paronyan, a 49% shareholder who received more than $10 million in compensation and distributions, attempted to force Sarian to give up control of the company by escalating threats.

 

Those threats include instances where Paronyan blocked Sarian in his office and said, “You’re not going to leave this office alive,” and later told Sarian’s wife he would “sell his case to Chechens” who would kill Sarian, according to the complaint.

 

Additionally, Sarian said, during the weekend of his mother’s funeral in February, that the defendants “staged a coup,” according to Tuesday’s announcement. That involved Gill flying unannounced from Florida to deliver Paronyan’s demands.

 

During that time, armed security personnel originally hired to protect Sarian instead confined Sarian and his wife within their offices, and Gill told responding police that he was the CEO and that Sarian was trespassing, according to the complaint.

 

Then the defendants cut off Sarian’s access to company email and systems for nearly a month, the complaint said.

 

In the financial realm, the complaint claims that, after a March agreement restored Sarian’s control of the AHS hospitals, the defendants diverted insurance payments owed to AHS’ Randolph Health hospital by rerouting funds through an out-of-state account set up by Gill’s stepson, who was serving as chief compliance officer of AHS.

 

More than $2.45 million was diverted over about six weeks, and only $493,000 was returned, leaving approximately $1.96 million outstanding, Sarian said.

 

The complaint also alleges the defendants caused AHS to take on a $3.75 million high-interest loan, with a total repayment amount of about $4.65 million and a personal guarantee by Sarian that he says he never authorized.

 

The defendants then swept the $3.65 million in proceeds into HSA, Sarian said.

 

The plaintiffs are represented by Mark Mermelstein and Joel Athey of Holmes Athey Cowan & Mermelstein LLP.

 

The defendants are represented by Mark J. Geragos, Alexandra Kazarian and Daniel Tapetillo from Geragos & Geragos.

 

The case is Mike Sarian et al. v. Aramais Paronyan et al., case number 26STCV05675, in the Superior Court of the State of California, County of Los Angeles.

 

–Additional reporting by Carolina Bolado. Editing by Dave Trumbore.