I have never attended a single hospital board meeting for the same reason that I have never attended a legislative meeting at the State Capitol — I have an official who was elected so I won’t need to.
My opinions about the hospital’s 501c3 potential issues are derived from newspaper editorials and articles, letters to the editor, 501c3 blogs, talking to past and present board members and lastly, I have read the “proposed” organizational documents for the 501c3 dated 10/10/11 (Articles of Inc, Bylaws, Lease and Agreement).
For your reference, the following points the way to the some of the areas of concern (org. docs relate to 10/10/11):
Board authority – Bylaws, Sec. 1.1 thru 1.2: Draw a flow chart, add the variables from 1.2. — Is there a potential for the dilution of your specific district area’s voting strength? 1.2 — The terms “inurement” and “private benefit.” Could these terms apply here? 1.2 — 501c3 blog site: “being credentialed does not mean competent.” “directors must have business and organizational competency, share the vision mission, know good business practices, be long game strategic thinkers, willing to give their time/money, people of integrity and have a balance of these qualities w/i its board membership.” No mention that up to 49 percent of members should be from a related field. Pay is not a part of the process — Articles of Inc, Art. III: “reasonable compensation” — Reasonable compensation is fine and perhaps routine. Mr. Esse mentioned there is no pay but there is an open door for compensation.
Hospitals sold – www.marshallindependent.com, search “hospital:” Marshall Hospital sold in 2009 for $38.5M. District essentially co-signing for 501c3 – Lease and Agreement, Art.17.10 Representations and Covenants of District, Future Financings: “In order to undertake and complete any such future improvements, New River must secure adequate and affordable long-term financing. District has, pursuant to the authority vested in it under applicable law, the ability to issue bonds for this purpose. Upon the request of New River, District agrees to consider use of its authority to issue such bonds…etc.”
What does it mean to you when the District is asked to sign a document saying we will “consider” bonding? How often would any of us say no to additional bonding when our lives might depend on it? Our tax dollars are viewed as a resource (that’s normal) but, isn’t that a bit like co-signing? I simply want people to be aware of this relationship and really, it is all right to have this as a consideration (even if it wasn’t in writing the commitment would exist in our psyche) but it is wrong to believe the potential doesn’t exist or that such a request will never be made. Which is my primary reason for all of the discussion as to the makeup of the board. Serious business and serious money.
The composition of the 501c3’s board of directors and the strength of their oversight is critical to the hospital’s success, our health care, and our community’s pocket book. — Carolyn Fowler, Big Lake