Originally appeared on the Lee County Bulletin website
If so, perhaps it's time to disown it, time to stop the Special Hospital Tax that enables Bond Issues into perpetuity, the millions of dollars worth of subsidies in the form of Lee County Jail Prisoners' health, Ambulance Service, Emergency Room, etc.
Previous articles have raised the issue of the ownership of EAMC. If the County owns EAMC, then the County has the authority and duty to hold the EAHCA Board and the EAMC President accountable for the fraud, the greed, the poor quality of care received at the hospital during their tenure.
During a Citizen’s Communication (no longer aired or reported in the official minutes of the County Commission meetings since Commissioner Gary Long's "streamlining"), a taxpayer reported EAMC abuses and asked the Commission to take action. Bill English curtly responded that the Commission has no oversight authority over the hospital. Is Bill English telling the truth?
The bylaws contained in EAHCA’s Certificate of Reincorporation and the Code of Alabama have been reviewed, providing the following evidence that EAHCA is owned by Lee County:
1. Code of Alabama 22-21-171, states the legislative intent to authorize the organization of a PUBLIC corporation which is non-profit, no part of net earnings shall issue to the benefit of any individual or private corporation. However, EAHCA can wholly own a subsidiary that is a for profit corporation. Huh? So, is EAHCA nonprofit or not? What motivated the Greed of Aperian if it wasn't profit? Pure deception, hypocrisy and greed.
2. Paragraph (8) of EAHCA’s Certificate of Reincorporation states that upon dissolution of the hospital corporation, title to all its assets and property shall, subject to any constitutional provisions or inhibition to the contrary, thereupon vest in the County (emphasis my own).
This language is derived from Al Code 22-21-191, Dissolution of corporation, and 22-21-339, Dissolution of Authority.
Section 22-21-191: "If at any time the corporation shall have outstanding no unpaid securities and if each member of the board of directors of the corporation shall execute and file for record in the office of the judge of probate of the county in which the corporation is organized a certificate of dissolution reciting the fact that the corporation has outstanding no unpaid securities, stating that it is in the best interests of the public for the corporation to be dissolved and declaring the corporation to be dissolved, the corporation shall thereupon stand dissolved, and title to all funds and properties owned by it at the time of such dissolution shall vest, jointly, in the county and the largest of the member municipalities, according to the federal decennial census next preceding the date of the filing of the certificate of incorporation of the corporation for record, whereupon possession of such funds and properties shall forthwith be delivered to the county and such largest member municipality."
Black’s Law Dictionary defines “vested”: “having the character or giving the rights of absolute ownership”.
3. A.M. Collum v EAMC & EAHCA, a 2018 case where EAMC participated in a debt setoff procedure program via the Association of County Commissioners of Al (Al Code 40-18-103(a)(1)). A County, or instrumentality of a county, may appoint the ACCA to submit debts to ADOR. Is EAMC a member of ACCA? No, EAMC is an INSTRUMENTALITY, an agent of Lee County. If the County does not “own” EAMC, it cannot legally have ACCA seize someone’s income tax return to pay the hospital bill. The fact that EAMC attempted to use the ACCA to collect this debt, clearly indicates that Bill English knows Lee County owns EAHCA/EAMC, a quasi-public corporation. It's noteworthy that the County Commission will sic the ACCA after a patient to collect a bill owed to EAMC, but when EAMC fails to provide the proper standard of care to the patient, the Commission does nothing, claiming it has nothing to do with EAHCA/EAMC.
4. When EAHCA intends to issue tax anticipation bonds, the County must approve the bond issue and pledge all receipts from the special hospital tax toward repayment of these bonds. Code of Al 22-21-171: the governing body of the County is empowered and authorized to allow a hospital to organize and incorporate. Resolution by County Commission is required. County Commission must approve the Certificate of Incorporation and authorize the Probate Judge to proceed with the organization.
5. EAMC, the EAHC Authority, may not amend its Certificate of Reincorporation unless the County Commission passes a resolution. That power implies ownership. Unfortunately, the County Commission failed to exercise due diligence when it passed the 2015 resolution allowing EAHCA to amend its Certificate of Reincorporation. EAHCA Chairman of the Board Andrus claimed the amendment was to allow one thing, but he hid something else in the amendment. Chairman English's official Commission minutes mischaracterize the amendment, helping conceal the deception.
6. The County levies a Special Hospital Tax on all property in Lee County (but ironically, not Hospital's property). This Lee County tax currently generates approximately $7 M to the hospital every year. This tax cannot be repealed until all the bonds are paid off. EAMC currently owes over $90? M backed by tax anticipation bonds. The hospital tax is designated/earmarked (75%) to paying off these bonds. If the County must continue this tax until the bonds are paid off, it has ownership over and above the ownership stated in the Certificate of Re-incorporation and the Alabama Code. Even if EAMC fails to issue any new bonds, it will take 15+ years to pay off existing bonds with the hospital tax. Without the County’s pledge to collect the hospital tax to subsidize EAMC, EAMC could not issue any more bonds. EAMC should not be allowed to issue any new bonds.
If you wonder if Bartleby Scrivener is an attorney, he is not. These issues and facts are presented in good faith. There is ample evidence that Lee County does own EAHCA, just as there is ample evidence of malfeasance by EAHCA. Why do we sleep while EAMC robs us blind?
EAHCA/EAMC must be reined in or Lee County will lose the hospital its taxes have built. The first step is to definitively determine who owns this public, not for profit, corporation. Since Bill English says the County does not own EAHCA, a Declaratory Judgment is required. Once the Judiciary determines that the County owns EAHCA, then Bill English exercise the courage to end all subsidies and leverage the hospital to do what it was created to do and paid to do.
It is currently Budget season down at the Commission, take a look at the subsidies over and above the Special Hospital Tax and the Bonds. Take a look at the Ambulance and Emergency Room subsidies the Commission is considering. Folks, we need Bill English to do his job, act like the County owns EAHCA. Lee County needs Bill English to clean house and right the EAMC ship. EAHCA management must be replaced and those guilty of malfeasance held accountable.
In closing, you may find this excerpt from the Hippocratic Oath applicable, especially the last two lines:
“Into whatever houses I enter, I will go into them for the benefit of the sick, and will abstain from every voluntary act of mischief and corruption; and, further from the seduction of females or males, of freemen and slaves. While I continue to keep this Oath unviolated, may it be granted to me to enjoy life and the practice of the art, respected by all men, in all times! But should I trespass and violate this Oath, may the reverse be my lot!”
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