101850

HEALTH AND SAFETY CODE
SECTION 101850




101850.  The Legislature finds and declares the following:
   (a) (1) Due to the challenges facing the Alameda County Medical
Center arising from changes in the public and private health
industries, the Alameda County Board of Supervisors has determined
that a transfer of governance of the Alameda County Medical Center to
an independent governing body, a hospital authority, is needed to
improve the efficiency, effectiveness, and economy of the community
health services provided at the medical center. The board of
supervisors has further determined that the creation of an
independent hospital authority strictly and exclusively dedicated to
the management, administration, and control of the medical center, in
a manner consistent with the county's obligations under Section
17000 of the Welfare and Institutions Code, is the best way to
fulfill its commitment to the medically indigent, special needs, and
general populations of Alameda County. To accomplish this, it is
necessary that the board of supervisors be given authority to create
a hospital authority. Because there is no general law under which
this authority could be formed, the adoption of a special act and the
formation of a special authority is required.
   (2) The following definitions shall apply for purposes of this
section:
   (A) "The county" means the County of Alameda.
   (B) "Governing board" means the governing body of the hospital
authority.
   (C) "Hospital authority" means the separate public agency
established by the Board of Supervisors of Alameda County to manage,
administer, and control the Alameda County Medical Center.
   (D) "Medical center" means the Alameda County Medical Center.
   (b) The board of supervisors of the county may, by ordinance,
establish a hospital authority separate and apart from the county for
the purpose of effecting a transfer of the management,
administration, and control of the medical center in accordance with
Section 14000.2 of the Welfare and Institutions Code. A hospital
authority established pursuant to this chapter shall be strictly and
exclusively dedicated to the management, administration, and control
of the medical center within parameters set forth in this chapter,
and in the ordinance, bylaws, and contracts adopted by the board of
supervisors which shall not be in conflict with this chapter, Section
1442.5 of this code, or Section 17000 of the Welfare and
Institutions Code.
   (c) A hospital authority established pursuant to this chapter
shall be governed by a board that is appointed, both initially and
continually, by the Board of Supervisors of the County of Alameda.
This hospital authority governing board shall reflect both the
expertise necessary to maximize the quality and scope of care at the
medical center in a fiscally responsible manner and the diverse
interest that the medical center serves. The enabling ordinance shall
specify the membership of the hospital authority governing board,
the qualifications for individual members, the manner of appointment,
selection, or removal of governing board members, their terms of
office, and all other matters that the board of supervisors deems
necessary or convenient for the conduct of the hospital authority's
activities.
   (d) The mission of the hospital authority shall be the management,
administration, and other control, as determined by the board of
supervisors, of the group of public hospitals, clinics, and programs
that comprise the medical center, in a manner that ensures
appropriate, quality, and cost-effective medical care as required of
counties by Section 17000 of the Welfare and Institutions Code, and,
to the extent feasible, other populations, including special
populations in Alameda County.
   (e) The board of supervisors shall adopt bylaws for the medical
center that set forth those matters related to the operation of the
medical center by the hospital authority that the board of
supervisors deems necessary and appropriate. The bylaws shall become
operative upon approval by a majority vote of the board of
supervisors. Any changes or amendments to the bylaws shall be by
majority vote of the board of supervisors.
   (f) The hospital authority created and appointed pursuant to this
section is a duly constituted governing body within the meaning of
Section 1250 and Section 70035 of Title 22 of the California Code of
Regulations as currently written or subsequently amended.
   (g) Unless otherwise provided by the board of supervisors by way
of resolution, the hospital authority is empowered, or the board of
supervisors is empowered on behalf of the hospital authority, to
apply as a public agency for one or more licenses for the provision
of health care pursuant to statutes and regulations governing
licensing as currently written or subsequently amended.
   (h) In the event of a change of license ownership, the governing
body of the hospital authority shall comply with the obligations of
governing bodies of general acute care hospitals generally as set
forth in Section 70701 of Title 22 of the California Code of
Regulations, as currently written or subsequently amended, as well as
the terms and conditions of the license. The hospital authority
shall be the responsible party with respect to compliance with these
obligations, terms, and conditions.
   (i) (1) Any transfer by the county to the hospital authority of
the administration, management, and control of the medical center,
whether or not the transfer includes the surrendering by the county
of the existing general acute care hospital license and corresponding
application for a change of ownership of the license, shall not
affect the eligibility of the county, or in the case of a change of
license ownership, the hospital authority, to do any of the
following:
   (A) Participate in, and receive allocations pursuant to, the
California Healthcare for the Indigent Program (CHIP).
   (B) Receive supplemental reimbursements from the Emergency
Services and Supplemental Payments Fund created pursuant to Section
14085.6 of the Welfare and Institutions Code.
   (C) Receive appropriations from the Medi-Cal Inpatient Payment
Adjustment Fund without relieving the county of its obligation to
make intergovernmental transfer payments related to the Medi-Cal
Inpatient Payment Adjustment Fund pursuant to Section 14163 of the
Welfare and Institutions Code.
   (D) Receive Medi-Cal capital supplements pursuant to Section
14085.5 of the Welfare and Institutions Code.
   (E) Receive any other funds that would otherwise be available to a
county hospital.
   (2) Any transfer described in paragraph (1) shall not otherwise
disqualify the county, or in the case of a change in license
ownership, the hospital authority, from participating in any of the
following:
   (A) Other funding sources either specific to county hospitals or
county ambulatory care clinics or for which there are special
provisions specific to county hospitals or to county ambulatory care
clinics.
   (B) Funding programs in which the county, on behalf of the medical
center and the Alameda County Health Care Services Agency, had
participated prior to the creation of the hospital authority, or
would otherwise be qualified to participate in had the hospital
authority not been created, and administration, management, and
control not been transferred by the county to the hospital authority,
pursuant to this chapter.
   (j) A hospital authority created pursuant to this chapter shall be
a legal entity separate and apart from the county and shall file the
statement required by Section 53051 of the Government Code. The
hospital authority shall be a government entity separate and apart
from the county, and shall not be considered to be an agency,
division, or department of the county. The hospital authority shall
not be governed by, nor be subject to, the charter of the county and
shall not be subject to policies or operational rules of the county,
including, but not limited to, those relating to personnel and
procurement.
   (k) (1) Any contract executed by and between the county and the
hospital authority shall provide that liabilities or obligations of
the hospital authority with respect to its activities pursuant to the
contract shall be the liabilities or obligations of the hospital
authority, and shall not become the liabilities or obligations of the
county.
   (2) Any liabilities or obligations of the hospital authority with
respect to the liquidation or disposition of the hospital authority's
assets upon termination of the hospital authority shall not become
the liabilities or obligations of the county.
   (3) Any obligation of the hospital authority, statutory,
contractual, or otherwise, shall be the obligation solely of the
hospital authority and shall not be the obligation of the county or
the state.
   (l) (1) Notwithstanding any other provision of this section, any
transfer of the administration, management, or assets of the medical
center, whether or not accompanied by a change in licensing, shall
not relieve the county of the ultimate responsibility for indigent
care pursuant to Section 17000 of the Welfare and Institutions Code
or any obligation pursuant to Section 1442.5 of this code.
   (2) Any contract executed by and between the county and the
hospital authority shall provide for the indemnification of the
county by the hospital authority for liabilities as specifically set
forth in the contract, except that the contract shall include a
provision that the county shall remain liable for its own negligent
acts.
   (3) Indemnification by the hospital authority shall not be
construed as divesting the county from its ultimate responsibility
for compliance with Section 17000 of the Welfare and Institutions
Code.
   (m) Notwithstanding the provisions of this section relating to the
obligations and liabilities of the hospital authority, a transfer of
control or ownership of the medical center shall confer onto the
hospital authority all the rights and duties set forth in state law
with respect to hospitals owned or operated by a county.
   (n) (1) A transfer of the maintenance, operation, and management
or ownership of the medical center to the hospital authority shall
comply with the provisions of Section 14000.2 of the Welfare and
Institutions Code.
   (2) A transfer of maintenance, operation, and management or
ownership to the hospital authority may be made with or without the
payment of a purchase price by the hospital authority and otherwise
upon the terms and conditions that the parties may mutually agree,
which terms and conditions shall include those found necessary by the
board of supervisors to ensure that the transfer will constitute an
ongoing material benefit to the county and its residents.
   (3) A transfer of the maintenance, operation, and management to
the hospital authority shall not be construed as empowering the
hospital authority to transfer any ownership interest of the county
in the medical center except as otherwise approved by the board of
supervisors.
   (o) The board of supervisors shall retain control over the use of
the medical center physical plant and facilities except as otherwise
specifically provided for in lawful agreements entered into by the
board of supervisors. Any lease agreement or other agreement between
the county and the hospital authority shall provide that county
premises shall not be sublet without the approval of the board of
supervisors.
   (p) The statutory authority of a board of supervisors to prescribe
rules that authorize a county hospital to integrate its services
with those of other hospitals into a system of community service that
offers free choice of hospitals to those requiring hospital care, as
set forth in Section 14000.2 of the Welfare and Institutions Code,
shall apply to the hospital authority upon a transfer of maintenance,
operation, and management or ownership of the medical center by the
county to the hospital authority.
   (q) The hospital authority shall have the power to acquire and
possess real or personal property and may dispose of real or personal
property other than that owned by the county, as may be necessary
for the performance of its functions. The hospital authority shall
have the power to sue or be sued, to employ personnel, and to
contract for services required to meet its obligations.
   (r) Any agreement between the county and the hospital authority
shall provide that all existing services provided by the medical
center shall continue to be provided to the county through the
medical center subject to the policy of the county and consistent
with the county's obligations under Section 17000 of the Welfare and
Institutions Code.
   (s) A hospital authority to which the maintenance, operation, and
management or ownership of the medical center is transferred shall be
a "district" within the meaning set forth in the County Employees
Retirement Law of 1937 (Chapter 3 (commencing with Section 31450) of
Part 3 of Division 4 of Title 3 of the Government Code). Employees of
a hospital authority are eligible to participate in the County
Employees Retirement System to the extent permitted by law.
   (t) Members of the governing board of the hospital authority shall
not be vicariously liable for injuries caused by the act or omission
of the hospital authority to the extent that protection applies to
members of governing boards of local public entities generally under
Section 820.9 of the Government Code.
   (u) The hospital authority shall be a public agency subject to the
Myers-Milias-Brown Act (Chapter 10 (commencing with Section 3500) of
Division 4 of Title 1 of the Government Code).
   (v) Any transfer of functions from county employee classifications
to a hospital authority established pursuant to this section shall
result in the recognition by the hospital authority of the employee
organization that represented the classifications performing those
functions at the time of the transfer.
   (w) (1) In exercising its powers to employ personnel, as set forth
in subdivision (p), the hospital authority shall implement, and the
board of supervisors shall adopt, a personnel transition plan. The
personnel transition plan shall require all of the following:
   (A) Ongoing communications to employees and recognized employee
organizations regarding the impact of the transition on existing
medical center employees and employee classifications.
   (B) Meeting and conferring on all of the following issues:
   (i) The timeframe for which the transfer of personnel shall occur.
The timeframe shall be subject to modification by the board of
supervisors as appropriate, but in no event shall it exceed one year
from the effective date of transfer of governance from the board of
supervisors to the hospital authority.
   (ii) A specified period of time during which employees of the
county impacted by the transfer of governance may elect to be
appointed to vacant positions with the Alameda County Health Care
Services Agency for which they have tenure.
   (iii) A specified period of time during which employees of the
county impacted by the transfer of governance may elect to be
considered for reinstatement into positions with the county for which
they are qualified and eligible.
   (iv) Compensation for vacation leave and compensatory leave
accrued while employed with the county in a manner that grants
affected employees the option of either transferring balances or
receiving compensation to the degree permitted employees laid off
from service with the county.
   (v) A transfer of sick leave accrued while employed with the
county to hospital authority employment.
   (vi) The recognition by the hospital authority of service with the
county in determining the rate at which vacation accrues.
   (vii) The possible preservation of seniority, pensions, health
benefits, and other applicable accrued benefits of employees of the
county impacted by the transfer of governance.
   (2) Nothing in this subdivision shall be construed as prohibiting
the hospital authority from determining the number of employees, the
number of full-time equivalent positions, the job descriptions, and
the nature and extent of classified employment positions.
   (3) Employees of the hospital authority are public employees for
purposes of Division 3.6 (commencing with Section 810) of Title 1 of
the Government Code relating to claims and actions against public
entities and public employees.
   (x) Any hospital authority created pursuant to this section shall
be bound by the terms of the memorandum of understanding executed by
and between the county and health care and management employee
organizations that is in effect as of the date this legislation
becomes operative in the county. Upon the expiration of the
memorandum of understanding, the hospital authority shall have sole
authority to negotiate subsequent memorandums of understanding with
appropriate employee organizations. Subsequent memorandums of
understanding shall be approved by the hospital authority.
   (y) The hospital authority created pursuant to this section may
borrow from the county and the county may lend the hospital authority
funds or issue revenue anticipation notes to obtain those funds
necessary to operate the medical center and otherwise provide medical
services.
   (z) The hospital authority shall be subject to state and federal
taxation laws that are applicable to counties generally.
   (aa) The hospital authority, the county, or both, may engage in
marketing, advertising, and promotion of the medical and health care
services made available to the community at the medical center.
   (bb) The hospital authority shall not be a "person" subject to
suit under the Cartwright Act (Chapter 2 (commencing with Section
16700) of Part 2 of Division 7 of the Business and Professions Code).
   (cc) Notwithstanding Article 4.7 (commencing with Section 1125) of
Chapter 1 of Division 4 of Title 1 of the Government Code related to
incompatible activities, no member of the hospital authority
administrative staff shall be considered to be engaged in activities
inconsistent and incompatible with his or her duties as a result of
employment or affiliation with the county.
   (dd) (1) The hospital authority may use a computerized management
information system in connection with the administration of the
medical center.
   (2) Information maintained in the management information system or
in other filing and records maintenance systems that is confidential
and protected by law shall not be disclosed except as provided by
law.
   (3) The records of the hospital authority, whether paper records,
records maintained in the management information system, or records
in any other form, that relate to trade secrets or to payment rates
or the determination thereof, or which relate to contract
negotiations with providers of health care, shall not be subject to
disclosure pursuant to the California Public Records Act (Chapter 5
(commencing with Section 6250) of Division 7 of Title 1 of the
Government Code). The transmission of the records, or the information
contained therein in an alternative form, to the board of
supervisors shall not constitute a waiver of exemption from
disclosure, and the records and information once transmitted shall be
subject to this same exemption. The information, if compelled
pursuant to an order of a court of competent jurisdiction or
administrative body in a manner permitted by law, shall be limited to
in-camera review, which, at the discretion of the court, may include
the parties to the proceeding, and shall not be made a part of the
court file unless sealed.
   (ee) (1) Notwithstanding any other law, the governing board may
order that a meeting held solely for the purpose of discussion or
taking action on hospital authority trade secrets, as defined in
subdivision (d) of Section 3426.1 of the Civil Code, shall be held in
closed session. The requirements of making a public report of
actions taken in closed session and the vote or abstention of every
member present may be limited to a brief general description devoid
of the information constituting the trade secret.
   (2) The governing board may delete the portion or portions
containing trade secrets from any documents that were finally
approved in the closed session that are provided to persons who have
made the timely or standing request.
   (3) Nothing in this section shall be construed as preventing the
governing board from meeting in closed session as otherwise provided
by law.
   (ff) Open sessions of the hospital authority shall constitute
official proceedings authorized by law within the meaning of Section
47 of the Civil Code. The privileges set forth in that section with
respect to official proceedings shall apply to open sessions of the
hospital authority.
   (gg) The hospital authority shall be a public agency for purposes
of eligibility with respect to grants and other funding and loan
guarantee programs. Contributions to the hospital authority shall be
tax deductible to the extent permitted by state and federal law.
Nonproprietary income of the hospital authority shall be exempt from
state income taxation.
   (hh) Contracts by and between the hospital authority and the state
and contracts by and between the hospital authority and providers of
health care, goods, or services may be let on a nonbid basis and
shall be exempt from Chapter 2 (commencing with Section 10290) of
Part 2 of Division 2 of the Public Contract Code.
   (ii) (1) Provisions of the Evidence Code, the Government Code,
including the Public Records Act (Chapter 5 (commencing with Section
6250) of Division 7 of Title 1 of the Government Code), the Civil
Code, the Business and Professions Code, and other applicable law
pertaining to the confidentiality of peer review activities of peer
review bodies shall apply to the peer review activities of the
hospital authority. Peer review proceedings shall constitute an
official proceeding authorized by law within the meaning of Section
47 of the Civil Code and those privileges set forth in that section
with respect to official proceedings shall apply to peer review
proceedings of the hospital authority. If the hospital authority is
required by law or contractual obligation to submit to the state or
federal government peer review information or information relevant to
the credentialing of a participating provider, that submission shall
not constitute a waiver of confidentiality. The laws pertaining to
the confidentiality of peer review activities shall be together
construed as extending, to the extent permitted by law, the maximum
degree of protection of confidentiality.
   (2) Notwithstanding any other law, Section 1461 shall apply to
hearings on the reports of hospital medical audit or quality
assurance committees.
   (jj) The hospital authority shall carry general liability
insurance to the extent sufficient to cover its activities.
   (kk) In the event the board of supervisors determines that the
hospital authority should no longer function for the purposes as set
forth in this chapter, the board of supervisors may, by ordinance,
terminate the activities of the hospital authority and expire the
hospital authority as an entity.
   (ll) A hospital authority which is created pursuant to this
section but which does not obtain the administration, management, and
control of the medical center or which has those duties and
responsibilities revoked by the board of supervisors shall not be
empowered with the powers enumerated in this section.
   (mm) (1) The county shall establish baseline data reporting
requirements for the medical center consistent with the Medically
Indigent Health Care Reporting System (MICRS) program established
pursuant to Section 16910 of the Welfare and Institutions Code and
shall collect that data for at least one year prior to the final
transfer of the medical center to the hospital authority established
pursuant to this chapter. The baseline data shall include, but not be
limited to, all of the following:
   (A) Inpatient days by facility by quarter.
   (B) Outpatient visits by facility by quarter.
   (C) Emergency room visits by facility by quarter.
   (D) Number of unduplicated users receiving services within the
medical center.
   (2) Upon transfer of the medical center, the county shall
establish baseline data reporting requirements for each of the
medical center inpatient facilities consistent with data reporting
requirements of the Office of Statewide Health Planning and
Development, including, but not limited to, monthly average daily
census by facility for all of the following:
   (A) Acute care, excluding newborns.
   (B) Newborns.
   (C) Skilled nursing facility, in a distinct part.
   (3) From the date of transfer of the medical center to the
hospital authority, the hospital authority shall provide the county
with quarterly reports specified in paragraphs (1) and (2) and any
other data required by the county. The county, in consultation with
health care consumer groups, shall develop other data requirements
that shall include, at a minimum, reasonable measurements of the
changes in medical care for the indigent population of Alameda County
that result from the transfer of the administration, management, and
control of the medical center from the county to the hospital
authority.
   (nn) A hospital authority established pursuant to this section
shall comply with the requirements of Sections 53260 and 53261 of the
Government Code.