Broward Health changes board, bylaws
After years of turmoil at the public health system, a Broward Health board meeting ended late Wednesday with sweeping changes in the governing bylaws and a new group of officers.
The multiple changes and clarifications to the bylaws and the election of an entirely new slate of board officers became effective immediately, but not without a lot of friction and arguments first.
The last item on the board’s’ agenda required a line-by-line review of the changes to the bylaws, which guide how the board makes decisions for the public health system. When it came time for a vote, chaos ensued.
The reason for the disruptions? Whether the number of proposed changes were too substantial to make without more public notice.
Eventually, four members voted on the bylaws, without the presence of the current board chair, Andrew Klein, and the vice chair, Christopher Ure. Klein had stormed out, alleging a vote did not comply with open meeting requirements and due process making it “illegal.” Ure had left the meeting, called in, and then hung up abruptly after another board member questioned his motives when he said he wasn’t prepared to vote on the bylaw changes.
To create a majority, Commissioner Marie C. Waugh, who also had left the meeting, returned for the vote on the bylaw changes. Broward Health’s general counsel and its outside counsel gave the four remaining
board members the legal green light to vote on the bylaw changes.
One of the biggest changes was a provision to elect a new board the month after the fiscal year begins, which happens to be July. After the bylaw change approval, that opened the door for an immediate vote on new officers.
Board members in the room voted to elect themselves as officers, with Ray Berry becoming the new chair, Nancy Gregoire the vice chair and Stacy Angier the secretary/treasurer. Following the vote, Berry said going forward, he believes in term limits for the chair and will not run for re-election. Klein had held the post for two years, but had not completed his second term.
Klein and Ure remain on the board, but they do not hold officer positions.
On Thursday, Ure said, “I am still in shock in terms of how all that went down. I do feel it was not done in a proper collegial way that promotes the kind of public image we are working so hard to rebuild and change.”
Klein said the board meeting agenda did not include notification of an officer vote and added that he will consider his next steps. “I am proud that my chairmanship has been characterized by stability and progress,” he said.
Berry, the new chair, said proposed bylaw changes have been in the works for 12 months and he wanted to see them approved in conjunction with the hospital system’s fiscal year. Berry said despite the disagreement last night, “this is about the people we serve. Going forward everyone will do what’s right for the district.”
Brett Bauman, associate general counsel of Broward Health, said the hospital system’s bylaws had existed since 2011 and needed to be updated to get them in line with best practices in terms of governance and changes to Florida law. “There was nothing illegal about ratifying the bylaws last night. All Florida laws were properly followed,” Bauman said on Thursday.
Wednesday night’s changes to the board and the rules it uses to govern came as Broward Health has been trying to get past lawsuits against former top executives and a federal investigation. The health system voted earlier in the meeting to settle legal matters with a former CEO. As part of the settlement, Pauline Grant, the former CEO, agreed to assist in a federal investigation into alleged kickbacks at Broward Health. Berry said although the investigation is several years old, “we think it’s critical she cooperate and if anything needs to be exposed, we know what it is and put in policies to make sure it doesn’t happen again.”
Broward Health, partially supported by property taxes, operates four hospitals and various outpatient and urgent care centers that provide healthcare in the northern two-thirds of the county.