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New hospital structure could dilute autonomy

Although the board of Haywood Regional Medical Center could lose much of its control following its affiliation with WestCare, it will remain a public, county-owned entity nonetheless.

Haywood Regional and WestCare have announced their intention to unite under a newly created umbrella organization. The hospitals would be managed jointly, with just one CEO at the helm and one operating budget. That new organization will be run by a new board, comprised equally of members from both Haywood and WestCare.

“The joint operating company will sit atop the two entities. WestCare will remain its separate entity and Haywood will remain ours,” said Haywood County Commissioner Kirk Kirkpatrick. “To my knowledge there is nothing about the agreement that would change the public status of Haywood Regional.”

That public status means county commissioners appoint board members, the hospital’s books are open to the public and board meetings can be observed.

“We are under the impression that our hospital will still have a hospital authority with open board meetings,” agreed Pam Kearney, HRMC board member.

But it could be stripped of much of its power. Haywood’s current hospital board will likely no longer have hiring and firing authority over its CEO or autonomy over budget decisions, for example. Those would likely fall under the purview of the new board, which won’t be public. Members of the public and media would not be entitled to attend meetings of the joint entity where most decisions would likely be made.

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Mike Poore, CEO of Haywood Regional, said the details of the arrangement are in the early stages to say the least. Exactly what power will remain with Haywood Regional’s existing hospital board and what will be delegated to the new entity will be refined over the lengthy affiliation process.

“There are a thousand things we still have to do,” said Roy Patton, an attorney and HRMC board member. “This whole thing is not a done deal. Whether it is done still depends on an awful lot of due diligence.”

This week, a team from Haywood Regional is at WestCare poring over all its financial ledgers and books.

“And vice versa they will be looking at everything within our organization,” Poore said, calling the two entities “deep into due diligence right now.”

“We are at the very beginning of this,” Kearney added.

Haywood Regional’s hospital board is appointed by county commissioners. How members are appointed to the board of the new joint entity are among the issues to be hammered out.

Poore said it is not unprecedented for a public hospital to come under the umbrella of an entity that’s not public, yet remain public itself.

“I think there are several examples of that within the state,” Poore said.


State statute

Haywood Regional’s status as a public hospital dates to its construction with publicly-backed bonds. The hospital building belongs to the county, and that ownership won’t change. While the daily operations of WestCare and Haywood will be co-mingled, each hospital will keep a separate balance sheet and its assets will remain segregated.

That is largely the reason Haywood Regional will still be considered a public hospital, even if it’s autonomy is siphoned off. State statute specifies a change in status occurs only if a public hospital is sold or leased.

“My understanding is that the ownership of the facility would rest with the county, and it wouldn’t be sold or leased,” said Jeff Horton, the director of N.C. Division of Health Service Regulation.

Another layer in affiliation is a management contract with Carolinas HealthCare System, a network of 23 hospitals based in Charlotte. The initial length of the contract could lock Haywood Regional and WestCare in for up to a decade, but a management contract does not qualify as a sale or lease, and therefore doesn’t trigger the state statutes regarding Haywood’s public status. If it did, the ultimate decision would rest with Haywood County commissioners. It appears commissioners will dodge such a vote, however.

“Right now with the anticipated structure it doesn’t appear there is any need for a change or for us to vote on it,” Kirkpatrick said.

If negotiations start heading in a different direction, however — one that would jeopardize the hospital’s public status and therefore land in the commissioners’ laps — Poore said he would let the commissioners know right away.

The commissioners, at least as a whole, haven’t drawn any lines in the sand about the ultimate structure the hospital takes on.

“I don’t know that it would matter to me as long as the services are better,” said Commissioner Kevin Ensley. “But I would want to listen to the medical community and hear what their consensus would be. I would also want to know what our hospital board thinks. We have appointed some really good people that understand the medical community.”

Patton said the hospital board hasn’t expressed a proclivity one way or the other, but it would be a major step to undo the hospital’s public status and wouldn’t be taken lightly, he said.

“Personally I would have to feel very comfortable if there would be a change like that,” said Patton, an attorney and member of the hospital board. “I would have to feel like that change is for the betterment of healthcare in this county and the area and that it would outweigh the benefits of being a public hospital.”

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