Alameda County Municipal Code Ch. 6.100 Alameda County Medical Center Transitional Board

The Board of Supervisors of the County of Alameda does hereby find and declare as follows:

A. The Alameda County Medical Center presently consists of Highland General Hospital, Fairmont Hospital, the John George Psychiatric Pavilion, the Alameda Health Center, the Central Health Center, the Eastern Health Center, the Hayward Health Center and the Newark Health Center.

B. The Alameda County Medical Center provides medical and health services both autonomously and in conjunction with other components of the health care network in Alameda County including, but not limited to, the criminal justice system and the county public health, mental health and substance abuse programs.

C. The county operates a mental health outpatient clinic.

D. The county contracts with several community-based organizations which provide primary care services for the indigent and special needs populations in Alameda County at privately owned clinic facilities.

E. The survival of this network of health care is contingent upon its ability to operate efficiently as a coordinated system in a rapidly changing health care marketplace.

F. The present health care environment in Alameda County necessitates a change in the organization of the Medical Center into a medical system with a governance structure that utilizes a governing board to assist the current board of trustees.

G. The board of supervisors has the authority pursuant to Section 12 of the Charter of the County of Alameda to provide, by ordinance, for the creation of commissions or boards, to appoint persons to fill such bodies and to prescribe the powers and duties associated therewith.

H. That the Alameda County Medical Center shall be governed by a transitional governing board which shall be known as the "Alameda County Medical Center transitional board" until such time as the board of supervisors terminates the transitional board in favor of a hospital authority.

I. The Alameda County Medical Center transitional board shall operate within the parameters established by the board of supervisors by way of this chapter, amendments thereto, if any, and bylaws to be adopted by the board of supervisors.

J. The Alameda County Medical Center transitional board shall be comprised of persons qualified as set forth below.

(Ord. 97-29 § 1 (part))

The Alameda County Medical Center transitional board is hereby created and established pursuant to Section 12 of the Charter of the County of Alameda to govern and administer the Alameda County Medical Center in conjunction with the board of trustees in the manner set forth by the board of supervisors.

(Ord. 97-29 § 1 (part))

The mission of the Medical Center is to provide high quality, cost effective health care to all segments of our community. To accomplish this the Alameda County Medical Center board of trustees and the transitional board will, to the extent feasible and consistent with the availability of resources:

A. Maintain facilities sufficient to provide family-oriented, effective primary, secondary and tertiary medical care and health services at a reasonable cost to those members of the community in need;

B. Participate in the Alameda County health care network by providing a range of secondary and tertiary inpatient services, consistent with demand and cost effectiveness, in connection with the county criminal justice system, public health, mental health and substance abuse programs;

C. Carry on any educational activities related to rendering care to the sick and injured or to the promotion of health that, in the opinion of the board of trustees and the transitional board, may be justified by the facilities, personnel, and funds that are or can be made available;

D. Engage in scientific medical research to the extent such research can, in the opinion of the board of trustees and transitional board, be carried on in or in conjunction with the Alameda County Medical Center;

E. Attract and retain a staff of qualified and competent health care practitioners;

F. Practice sound organizational methods and efficient financial management;

G. Participate, when appropriate, in activities designed and carried on to promote the general health of the community.

(Ord. 97-29 § 1 (part))

The transitional board shall consist of seven members:

A. Six of whom shall reside in the county and be appointed by majority vote of the board of supervisors. Any qualified county resident shall be eligible for appointment as a transitional board member;

B. One whom shall serve in an ex-officio capacity for their terms as:

1. A representative of the medical staff.

These representatives shall be appointed by a majority vote of the board of supervisors.

(Ord. 97-29 § 1 (part))

A. Terms of office of a member of the transitional board shall be two years or until the hospital authority is established, but in no event shall a term of office exceed four years.

B. Provisions regarding the number of terms, the removal of transitional board members, the filling of vacancies and the responsibilities of an outgoing member, pending selection of a successor, shall be as set forth in the bylaws.

(Ord. 97-29 § 1 (part))

A. General Qualifications.

1. To qualify for membership on the transitional board the individual must be committed to the credibility and long-term viability of the medical center, and must be capable of making in a public forum the difficult health care and business decisions necessary to this mission.

2. Expertise in areas such as business management, health care administration, medical services, managed care, consensus building, finance, fund raising, and cultural sensitivity would be among the desirable and necessary skills.

B. Specific Qualifications.

1. To be considered a viable candidate, a prospective member shall possess at least some of the following qualifications:

a. A thorough familiarity with the health care delivery structure in Alameda County, and the needs of the Medical Center's patient population;

b. A demonstrable working knowledge of the existing funding sources which support services provided through the Medical Center;

c. A thorough understanding of the multitude of issues relating to the Medical Center's participation in various managed care programs;

d. Experience in negotiation with employee organizations;

e. A strong business management, finance and/or program management background;

f. Experience with effectively managing a hospital budget.

2. In addition, candidates must possess:

a. A willingness to approach and work with publicly elected officials at the state and federal level on issues that have a direct bearing on the interests of the Medical Center;

b. A willingness and ability to prioritize the best interests of the Medical Center over the concerns of special interests;

c. A willingness and ability to commit the time and effort necessary to effectively meet the demands of the transitional board and its committees.

C. Disqualification.

1. Persons who are providers of medical care or are employed by a provider of medical care who is or may be in competition with the Alameda County Medical Center;

2. With the exception of the representative of the medical staff, persons employed by or under contract with or are employed by a contractor of Alameda County;

3. Persons who are not residents of Alameda County.

D. Modifications to Qualifications. The board of supervisors may amend the qualifications by way of resolution, ordinance, or amendment to the bylaws upon a majority vote.

(Ord. 97-29 § 1 (part))

Duties of individual transitional board members include, but are not necessarily limited to:

A. Attend transitional board meetings;

B. Attend meetings of committees to which the member is assigned;

C. Relate community input to the transitional board;

D. Represent the Medical Center in a positive and effective manner in public forums;

E. Learn enough details about hospital management and patient care services that the transitional board member can effectively evaluate actions and reports;

F. Accept and fulfill reasonable assignments from the chair of the transitional board;

G. Participate in the orientation and educational programs for new transitional board members, and participate in ongoing continuing education on matters including, but not limited to, quality of care.

(Ord. 97-29 § 1 (part))

In conjunction with the board of trustees, the transitional board shall provide direction and oversight for the day-to-day operations of the Medical Center. To accomplish this, the transitional board is delegated certain general and specific duties and responsibility as set forth in the bylaws.

(Ord. 97-29 § 1 (part))

A. The board of supervisors shall adopt a set of bylaws for the Alameda County Medical Center transitional board. The bylaws shall become operative upon approval by a majority vote of the board. Any changes or amendments to the bylaws shall be by majority vote of the board of supervisors.

B. The bylaws shall provide, in detail, for the operation of the Alameda County Medical Center and the transitional board, and shall contain articles pertaining to, at minimum, the following areas:

1. Structure of the medical center;

2. Mission and purpose of the Alameda County Medical Center;

3. Qualifications for membership on transitional board;

4. Composition;

5. Vacancies and removal;

6. Compensation;

7. Conflict of interest;

8. Duties and responsibilities of transitional board members;

9. Powers and duties of the transitional board;

10. Meetings;

11. Committees;

12. Officers;

13. Medical staff;

14. Coordination with county departments;

15. Indemnification of individual transitional board members and officers;

16. Amendment of bylaws.

(Ord. 97-29 § 1 (part))

The transitional board and its officers shall conduct activities in a manner that is in conformity with the laws of the state of California as they pertain to conflicts of interest, including, but not limited to, the following:

A. Political Reform Act. The transitional board shall adopt and promulgate a conflict of interest code pursuant to the provisions of the Political Reform Act of 1974, which shall be submitted to the fair political practices transitional commission or other appropriate code reviewing board within six months of the date the transitional board came into existence pursuant to the effective date of the ordinance codified in this chapter. Each member of the transitional board is subject to the provisions of the Political Reform Act, and will be required to execute a "statement of economic interests" in a manner consistent with the Act and the conflict of interest code.

B. Financial Interests Involving Contracts. Each member of the transitional board shall be subject to the provisions of the California Government Code (Sections 1090, et. seq.) relating to personal financial interests in contracts made by the transitional board.

C. Common Law Conflict of Interest. Each transitional board member and officer shall discharge his or her duties with integrity and fidelity and may not let private interests influence public decisions.

D. Incompatible Activities. Transitional board members and officers may be subject to the provisions of the California Government Code (Sections 1125, et seq.) pertaining to activities for compensation which are incompatible with the duties connected to the transitional board.

(Ord. 97-29 § 1 (part))