New River Medical Clinic board closes meeting, discusses agreements

The New River Medical Center Board of Directors and affiliation task force members met for more than three hours Feb. 1 behind closed doors to review two key agreements.
Sheldon Johnson, New River Board of Directors chairman, started last Friday’s special meeting with the following statement: “Tonight is a very important meeting. We’re going to be talking about two documents – the lease agreement and the affiliation agreement with CentraCare. We are going to close the meeting to accomplish that.”
Johnson stated the board was allowed to close the meeting to discuss various contracts for services with the CentraCare Health System related to local facility management and operations, service line growth, physician recruitment and capital investment.
“The board understands that this is an acceptable meeting closure because New River Medical Center is in competition with other health care providers that offer similar goods and services.” Johnson said, adding disclosing conversation related to those matters would harm the hospital’s competitive position.
Johnson also said the New River Board of Directors could close the late afternoon meeting because a tax levy, bond issuance, or other expenditure directly related to specific marketing activities or contracts wasn’t discussed, proposed or acted upon.
Board member Richard Helms motioned to close the meeting. His motion was seconded by Candy Benoit and unanimously approved by the board of directors.
According to Mark Anfinson, attorney for the Minnesota Newspaper Association, once a hospital board and disitrct affliates with a larger, non-profit health care network such as St. Cloud-based CentraCare, information release from open meetings is often curtailed because of the larger organization operates according to 501c3 rules that allow meetings to be closed.
Anfinson said hospital districts traditionally were formed as true public bodies. They were no different from a city council, a county or school board when the state’s open meeting law came into play. Today, health care providers are changing the way they do business, and that’s affecting the release of information.
“The statute says the board can close a meeting to discuss marketing activity when the hospital is in competition. That’s the standard,” he said. “This is also an exception to Section 13D of the Minnesota Open Meeting Law. According to Anfinson, 20 years ago, there was a decision to put the meeting closure provision into another section of state statutes  (Chapter 144) and not into the Open Meeting Law. Anfinson said open meeting advocates feared placing the rule in Chapter 13D would have prompted other public bodies to want the same treatment.
“Unfortunately, there’s also an attorney general’s opinion that says a non-profit corporation, correctly framed and structured, is not subject to the state’s open meeting law or the data practices act,” Anfinson said. “This has happened all over the state. Eventually, that’s where you are going in Monticello.”
Joni Pawelk, New River Medical Center’s director of marketing, said the Feb. 1 meeting was closed to the media and public at 5:07 p.m. and remained closed for 3 hours and 17 minutes. The New River Board is scheduled to provide a lease and affiliation agreement update Thursday, Feb. 14.

Contact Managing Editor Tim Hennagir at tim.hennagir@ecm-inc.com

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