1967-06-07 Special Meeting~6 8
Wilmington, N. C., June 7, 1967
MINUTES OF SPECIAL N~ETING OF BOARD OF TRUSTEES OF A~MH
AND
BOARD OF COMMISSIONERS OF NEW HANOVER COUNTY
A joint meeting of the Board of Trustees and the Board of County Commissioners was held in the
hospital board room Wednesday, June 7, 1967, at 5.:00 P.M. with Mr. Alper, Chairman of the Board
of Trustees, presiding.
Trustees Present: S. L. Alper, M. C. Brown, E. P7. Butler, Dr. Joseph W. Hooger, Jr., H. E.
Longley, N. A. McKen2le, Mrs. L. M. Merrill, Lawrence Rose, W. H. Sutton, H. Swart, and J. E.
4dhitted.
Trustees Absent: A. A. Johnston, V. G. Taylor, Dr. D. B. Koonce.
Also Present: Hospital Staff: E. N. Grubbs, Director; J. Davis, R. L. Burnett, F. C. Bailar.d.
Consvitants: Hai Campbeli and J. M. Gordon.
Hospital Attorney: Alar, A. Marshall.
New Hanover Countv Representatives Present:
Commissioners: Laurence Bowden, J. M. Hall, J. Van B. Metts, Jr., M. H, Vaughan, Dr. Joseph
W. Hooper, Jr.
County Attorney: L. Bradford Tillery. ~
County Manager: J. E. Marshall. •
Copies of "Lease^ agreement and "Agreement" re reimbursable cost by county for indigent patients
were distributed to those present. These were prepared jointly by ~r. Marshall and Nr. Tillery.
Nr. Tiliery read the "Lease" document and explained various facets contained therein. This
sub,ject was discussed. Mr. Vaughan made a motion that the word-"charitable" (mentioned in
paragraph 3, page 2, and also throughout the document in describing the hospital) be omitted.
There was no second to this motion. It was explained by Mr. Tillery that this description was
necessary for tax exempt and other reasons. •
Mr. Vaughan questioned paragraph 11, page 5, re termination of lease, etc. This was discvssed.
Clarification of dispositior of accounts•receivable, in the event the lease WOllICI be terminated,
would be made by addendum to the Lease Agreement with the County as soon as possible. In connection
with this paragraph, Mr. Sutton said he saw no notation in the Lease concerning consideration
of•replacement of obsolete or i,~ornout equipment. It was felt that this could be covered by an
addendum to the Agreement. •
N:r. Alper asked the Trustees for a motion on the Lease agreement. Nr. McKenzie made a motion
that the Board accept this Lease. Motion was seconded•by N~r. Brown. It was then decided to
withdraw this motion and make another after considering the terms of Agreement between the
County and the hospital re reimbursable costs for indigent patients of IQew Hanover County.
Reimbursable costs were discussed. Mr. Brown said he did not think a figure should be set
for a period of a year because of changes, but that a quarterly cost figure should be determined.
He further stated that the County has the full responsibility for care of indigent patients.
Mr. Swart said the cossnty auditor couid check hospital financial records in order to become
familiar with the method ased in determining reimbursable costs. He said he felt strongiy
that the costs for hospital care of the indigent patients should be fully reimbursed by the
county; that this should apply to patients coming to the OPD and emergency room, as ~•~ell as
to in-patients.
Mr. Brown stated that he thought it most important that the Trustees and County Commissioners
agree on a definition of reimbursable cost before a figure could be inserted in the Agreement.
Nr. Ballard explained that per diem costs H~ere determined by dividing total operating expenses
by the total in-patient days of care.
Depreciation was then discussed.
Dr. Hoope,r stated, at this point, that the County had agreed previously to pay reimbursable
costs for indigent patients, and they wouid like to know the hospital~s reimbursable figure.
Mr. Brown made a motion that a reimbursable cost be defined as follows: Total operating
expenses for year (or for any period under consideration) excluding depreciation on building-
divided by total in-patient days for same period. Motion was seconded by'Mr. McKenzie and
unanimously carried by Board of Trustees.
Outpatient costs were discussed.
Mr. Brown made a motion, seconded by Nir. McKen2le, that the above motion be modified as follo~as:
Add "less cost of opera.ting Outpatient Department". Motion carried.
I~Ir. Gordon explained the method of determining outpatient reimbursable costs.
A motion was made by Mr. Bro~.m that the follo~..-ing determination of reimbursable costs for out-
patient care be accepted: "Total operating expenses allocated to outpatient department divided
by totai number of outpatient visits during the year (or any given period). Emergency room
visits included in this." This motion ~aas seconded by N~rs. Merrill and voted on favorably.
At this point in the meeting, Dr. Hooper, as Chairman of the Board of Commissioners of New
Hanover County, asked for a motion re definition of reimbursable costs as described in P9r.
Brown+s motions.
A4r. Metts made a motion that the County Commissioners accept the hospital~s definitions of
reimbursable costs as applied to in-patients and out-patients. This motion was seconded by
Nr. Hall, and voted on favorably.
Dr, Hooper stated that the hospital shou2d demand reimbursable cost payment from adjoining
counties for indigent patients; and that these counties should be notified right away,
The subject of depreciation on building and 'equipment, in connection with determining reim-
bursable costs for out-of-county indigent patients was discussed. It was decided that the rate
for indigent care for out-of-county patients include the depreciation factors.
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Minutes of Special Meeting - June 7, 1?67 (Continued) ~ f
The hospital administrator ~~~ill notify the ad,joining co~unties of the reimbursable costs for
indigent patients; this cost ,to be f3gured on same basis as used for New Hanover County, plus
depreciation on buildings and equipment. .
The subject of the Lease was brought up again and the following motion 4!as made by Mr. Swart:
,. That the Lease be accepted by the Board of Trustees of NHMH.
This motion Vras seconded by NIr. McKenzie and carried.
In connection ~aith the Agreement re reimbursable costs„ Mr. Sutton made a motion that this
Agreement be accepted by the Board of Trustees, Motion ~aas seconded~by Mr, Rose and was passed.
Nr. Tillery read the foliowing Resolution made by the County covering the Lease and Agreement:
Passage of the following resolution was moved by Mr. Bowden.and seconded by Mr. Metts. •
Be it Reso2ved:
1. That the resolution entitled "Resolution Appointing Board of Hospital
Trustees to Administer the Affairs of the New Hanover County Hospital", passed on
December 11, 1961, together with all amendments thereto subsequently passed by the
Board of Commissioners of New Hanover County are hereby.repealed.
2. That the Chairman of the Eoard of County Commissioners of New Hanover
County is empor~ered and-directed to execute, on behalf of New Hanover County, a
lease between New Hanover County and N2w Hanover Meinorial Hospital, Inc, and
that the Clerk to the Board of Commissioners is empo~•Jered and directed to attest
the same. ,
3. That the said Chairman and the said Clerk are empowered and directed to
execute, on behalf of the Board of Commissioners of New Hanover County, a contract
bet~,reen New Hanover County and Neor Hanover Memorial Hospital, Inc. for the care
of the indigent sick and affiicted poor of New Hanover County. •
4. That a copy of said lease and a copy of said contract be spread upon the
minutes of this meeting.
The following members voted in the affirmative:
, Dr. Jos. W. Hooper, Chairman
Laurence 0. Bowden, Vice-Chairman
John Uan B. Metts, Jr.
J. M. Hall, Jr.
i M. H. Vaughan
The follo4~ing members voted in the negative:
None
Passed.
Mr. Bowden made a motion that this Resolution be accepted by the Commissioners. Notion was
seconded by Mr. Metts and carried.
Nr. Alper stated that a"cut-off" date needed to be set, after which the County ~aould no 2onger
pay the hospital~s bills, and a transfer of hospital funds would be made to the hospital.
Mr. Alan Marshall.said the Board of Trustees of the new hospital corporation should elect
officers.
Mr. Alper asked for nominations of officers. Dr. Hooper made a motion that the present slate
of officers of the Board of Trustees of NHMH remain in effect until October 1, 1967 {beginning
of the hospi,tal fiscal year_). This motion was seconded by Mr. Rose and unanimously carried.
A motion was made by Mr. Brown that the two definitions re reimbursable costs be reaffirmed by
the new corporate Board of Trustees. This motion was seconded by Nr. Rose and carried.
A motion was made by Mr. Sutton that the officers of the corporation be authorized to execute
the Lease with, the County. Motion was seconded by P4r. Brown and passed.
As a corporation, Mr. Alper calied for a motion to reaffirm acceptance of the Agreement document.
Mr. McKenzie made a motion that the Board of Trustees accept the Agreement re reimbursable costs.
Notion was seconded by Mr. Bro~,m and carried.
Mr. Brown asked Mr. Grubbs to set the date for the c.ounty.to cease acting as the hospital~s
treasurer-- and to transfer hospital funds to the hospital. The county is to be notified of
this tomorrow - Thursday.
Mr, Alan l~rshali stated that the county and hospital officials should confer on the matter
of insurance and that the insurance agents should be notified immediately of the hospitalts
incorporation. . •
The Agreement and Lease documents were signed by the officers of the hospiLal and county.
There being no further busines,s, the meeting was ad,journed at 6:40 P.M.
5ecretary