week of 3/19/08
 
 
 
  HRMC board violates bylaws by extending chairman’s term
By Becky Johnson • Staff Writer

The eight-member board of Haywood Regional Medical Center got one new member last week and could get two more new members next month.

Those new members have been disenfranchised from electing the chairman of the hospital board for the coming year, however, a departure from years of precedent and a violation of the board’s bylaws.

Every April, seats on the hospital board come up for appointment by the county commissioners. After the appointments are made, the hospital board elects a chairman from within its ranks to serve until the next April.

This year, the hospital board decided to elect its chairman for the coming year early — before any new members come on board.

The former chairman, Dr. Nancy Freeman, resigned from the hospital board in the wake of the crisis, prompting the election a new chair during the board’s meeting last week. The board was joined for the first time by Dr. Henry Nathan, appointed by the county commissioners to Freeman’s spot on the board.

Nathan was blocked from participating in the election of a new chairman, however. Nathan was seated at the table with the rest of the hospital board when nominations for chairman were made and the vote was taken, but the board didn’t officially swear Nathan in until after the vote was conducted so Nathan couldn’t participate. The vote for chairman went to Glenn White.

Technically, White should serve as chairman only for another month — the remainder of Freeman’s term. But instead, the hospital board decided to make White chairman for the entire next year — skipping the vote that would typically be held following new appointments to the board in April. Jim Stevens, vice chair of the board, orchestrated the vote.

“I would make a motion we appoint Glenn White to finish out (Freeman’s) term and one year additional starting at the end of this interim term,” Steven said.

Steve Sorrells, whose seat is up next month and is not applying for another term, questioned whether the current board should decide on a chairman for the next board.

“There is potentially new board members at that time, and I think they should elect their own chairman,” Sorrells said.

But hospital attorney Phil Smith urged the board to go ahead and install White for the coming year and not wait on the new members.

“I’m trying to avoid you having to do that again next month,” Smith said.

The process of electing a chairman is not particularly time consuming. It takes less than two minutes: one person nominates a chairman, another seconds the motion, followed by a show of hands. But apparently Smith wanted to save the board the trouble. Stevens added the board “may as well” do it now for the whole next year.

In the past, Nathan has questioned decisions by the hospital board and administration. Nathan will likely operate with a more critical eye than other board members have in the past. If commissioners appoint two more like Nathan, the hospital board could take on a much different tone.

Bylaw violation

The hospital board violated its bylaws by appointing White chairman for the entire coming year. The bylaws state: “At its Annual Meeting, which shall be in April, the Hospital Board of Commissioners shall elect officers,” and in another section again state: “The annual meeting shall be held on the first regular meeting date in April of each year.”

Hospital attorney Phil Smith told board members that they could simply count their meeting last week as the annual meeting and elect officers for the coming year then. Smith did not inform board members of the wording in the bylaws.

Board member Jim Stevens said he had not read the board’s bylaws, but had no comment other than that.

Board member Mark Clasby said he would recommend voting on chairman again next month to meld with what the bylaws call for. Clasby said he supports White serving for the entire coming year.

“What is important here is to have continuity in the leadership. Glenn has been on the board a number of years. I fully support that decision for Glenn to be chairman,” Clasby said. “As far as the bylaws, we obviously want to adhere to them.”