§323F-7  Duties and powers of the
corporation and regional system boards.  (a)  Notwithstanding any other law
to the contrary and unless otherwise specified, only those duties and powers
related to corporation-wide matters, including but not limited to corporation-wide
budgeting, personnel policies, procurement policies, fiscal policies,
accounting policies, policies related to affiliations, joint ventures and
contracts, regulatory compliance, risk management, continuing medical education
programs, strategic planning, and capital planning, including the issuance of
revenue bonds in any amount, shall be carried out by the corporation board in
collaboration with the regional system boards.  Duties and powers related to
the operation of facilities within each regional system, including but not
limited to regional system and facility budgeting, employment and removal of
regional system and facility personnel, purchasing, regional system strategic
and capital planning, organization, quality assurance, improvement and
reporting, credentialing of medical staff, and the issuance of revenue bonds in
any amount with corporation board approval, shall be carried out by the
regional system boards, either directly or by delegation to regional and
facility administration.  Unless otherwise prohibited, the duties and powers
granted to the corporation board may be delegated to the regional system
boards.



(b)  Duties and powers exercised by the
regional system boards under this chapter or delegated to the regional system
boards by the corporation board shall be consistent with corporation-wide
policies.  Wherever appropriate, corporation-wide policies shall take into
account differences among regional systems and among types of facilities,
particularly acute care, critical access, and long-term care facilities within
the system.



New corporation-wide policies, and major
changes to existing policies other than those changes mandated by legal or
regulatory requirements, shall be developed by the corporation board after
consultation with a policies committee.  The policies committee shall be made
up of representatives of the corporation board and each regional system board
or designees of each board.  The corporation board shall have two
representatives on this committee.  The corporation board shall review and
consider approval of the policies within thirty days of transmittal by the
policies committee or at the next board meeting; provided that, if the policies
committee fails to take action within thirty days of receiving the proposed
policy, the corporation board may consider and adopt or reject or revise the
policy.  The regional system boards and corporation board, as needed, may
submit a request to the committee to alter corporation-wide policies along with
detailed justification for the request.  The regional system boards and the
corporation board shall collaboratively establish a procedure to further
implement this section.



(c)  Notwithstanding any other law to the
contrary, the corporation and any of the regional system boards shall exercise
the following duties and powers:



(1)  Developing corporation-wide policies, procedures,
and rules necessary or appropriate to plan, operate, manage, and control the
system of public health facilities and services without regard to chapter 91;
provided that each regional system board shall be responsible for its own
policies, procedures, and rules necessary or appropriate to plan, operate,
manage, and control the public health facilities within its own regional system
consistent with corporation policies;



(2)  Evaluating the need for additional health
facilities and services; provided that each regional system board shall be
responsible for the evaluation within its own regional system;



(3)  Entering into and performing any contracts, leases,
cooperative agreements, partnerships, or other transactions whatsoever that may
be necessary or appropriate in the performance of its purposes and
responsibilities, and on terms the corporation, or regional system boards, may
deem appropriate, with either:



(A)  Any agency or instrumentality of the United States, or with any state, territory, or possession, or with any subdivision
thereof; or



(B)  Any person, firm, association,
partnership, or corporation, whether operated on a for-profit or not-for-profit
basis;



provided that the transaction furthers the public
interest; and provided further that if any dispute arises between any contract,
lease, cooperative agreement, partnership, or other transaction entered into by
the corporation and a regional system board with regard to matters solely
within that regional system, after July 1, 2007, the contract, lease,
cooperative agreement, partnership, or other transaction entered into by the
regional system board shall prevail; and provided further that such agreements
are consistent with corporation policies;



(4)  Conducting activities and entering into business
relationships as the corporation board, or any regional system board, deems
necessary or appropriate, including but not limited to:



(A)  Creating nonprofit corporations, including
but not limited to charitable fund-raising foundations, to be controlled wholly
by the corporation, any regional system board, or jointly with others;



(B)  Establishing, subscribing to, and owning
stock in business corporations individually or jointly with others; and



(C)  Entering into partnerships and other joint
venture arrangements, or participating in alliances, purchasing consortia,
health insurance pools, or other cooperative arrangements, with any public or
private entity; provided that any corporation, venture, or relationship entered
into under this section furthers the public interest; provided further that
this paragraph shall not be construed to authorize the corporation or a
regional system board to abrogate any responsibility or obligation under
paragraph (15);



provided that each regional system board shall be
responsible for conducting the activities under this paragraph in its own
regional system consistent with policies established by the corporation board;



(5)  Participating in and developing prepaid health
care service and insurance programs and other alternative health care delivery
programs, including programs involving the acceptance of capitated payments or
premiums that include the assumption of financial and actuarial risk; provided
that each regional system board shall be responsible for conducting the
activities under this paragraph in its own regional system consistent with
policies established by the corporation board;



(6)  Executing, in accordance with all applicable
bylaws, rules, and laws, all instruments necessary or appropriate in the
exercise of any powers of the corporation or regional system boards;



(7)  Preparing and executing all corporation-wide
budgets, policies, and procedures or any regional system budgets, policies, and
procedures; provided that the regional system boards shall submit their
regional and facility budgets to the corporation to be consolidated into a
corporation-wide budget for purposes of corporation-wide planning and appropriation
requests.  Regional system and facility budgets shall be received by the
corporation and shall be included in the corporation-wide budget upon submittal
to the corporation;



(8)  Setting rates and charges for all services
provided by the corporation without regard to chapter 91; provided that the
duty and power of the corporation board shall be limited to approving the rates
and charges developed by the regional system boards for the regional system's
facilities and services.  Rates and charges may vary among regional systems and
facilities and may be consolidated with the rates of other regional systems
into one charge master.  Third-party payer contracts may be negotiated at the
corporation-wide level with input from the regional systems, taking into
consideration the rates set by the regional system boards.  For purposes of
securing revenue bonds, the corporation or regional system board may covenant
to set, and if necessary increase, rates and charges as needed to pay debt
service and related obligations plus a coverage factor;



(9)  Developing a corporation-wide hospital system
that is subject to chapters 76 and 89; provided that employment of regional
system and facility personnel shall be the responsibility of the regional
system boards pursuant to corporation-wide policies and procedures, applicable
laws, rules, regulations, and collective bargaining agreements;



(10)  Developing the corporation's corporation-wide
capital and strategic plans or any regional system board's capital and strategic
plans; provided that each regional system board shall be responsible for
development of capital and strategic plans in its own regional system that
shall be consistent with, and incorporated into, the overall corporation-wide
plans; and provided further that the corporation and each regional system board
shall be entitled to undertake the acquisition, construction, and improvement
of property, facilities, and equipment to carry out these capital and strategic
plans;



(11)  Suing and being sued; provided that only the
corporation may sue or be sued; and provided further that the corporation and
regional system boards shall enjoy the same sovereign immunity available to the
State;



(12)  Making and altering corporation board and
regional system board bylaws for its organization and management without regard
to chapter 91 and consistent with this chapter; provided that each regional
system board shall be responsible for the final approval of its regional system
board bylaws;



(13)  Adopting rules without regard to chapter 91
governing the exercise of the corporation's or regional system boards' powers
and the fulfillment of its purpose under this chapter;



(14)  Entering into any contract or agreement
whatsoever, not inconsistent with this chapter or the laws of this State, and
authorizing the corporation, regional system boards, and chief executive
officers to enter into all contracts, execute all instruments, and do all
things necessary or appropriate in the exercise of the powers granted in this
chapter, including securing the payment of bonds; provided that the corporation
board shall delegate to a regional system board its authority to enter into and
execute contracts or agreements relating to matters exclusively affecting that
regional system; provided further that a regional system board shall exercise
this power consistent with corporation-wide policies; and provided further that
contracts or agreements executed by a regional system board shall encumber only
the regional subaccounts of that regional system board;



(15)  Issuing revenue bonds up to $100,000,000 subject
to the approval of the governor or the director of finance; provided that:



(A)  All revenue bonds shall be issued pursuant
to part III, chapter 39;



(B)  The corporation and any regional system board
shall have the power to issue revenue bonds in any amount without regard to any
limitation in chapter 39; and



(C)  The corporation shall have the power to
incur debt, including the issuance of revenue bonds in any amount, and the
regional system boards shall have the power to issue revenue bonds in any
amount upon approval by the corporation board;



(16)  Reimbursing the state general fund for debt
service on general obligation bonds or reimbursable general obligation bonds
issued by the State for the purposes of the corporation or any regional system
board;



(17)  Pledging or assigning all or any part of the
receipts, revenues, and other financial assets of the corporation or the
regional system boards for purposes of meeting or securing bond or health systems
liabilities; provided that each regional system board shall be responsible for
conducting the activities under this paragraph in its own regional system.  Any
pledge or assignment by the corporation or any regional system board to secure
revenue bonds or health system liabilities shall be valid and binding in
accordance with its terms against the pledgor, creditors, and all others
asserting rights thereto from the time the pledge or assignment is made,
without the need of physical delivery, recordation, filing, or further act. 
The corporation shall not take or omit to take any act that would interfere
with, impair, or adversely affect any pledge or assignment by a regional system
board pursuant to this chapter.  In connection with issuing revenue bonds or
related obligations, consistent with corporation policies and procedures, any
regional system board may make such other covenants, binding on the regional
system board and the corporation, that the regional system board determines to
be necessary or appropriate to establish and maintain security for the revenue
bonds or related obligations;



(18)  Owning, purchasing, leasing, exchanging, or
otherwise acquiring property, whether real, personal, or mixed, tangible or
intangible, and of any interest therein, in the name of the corporation, which
property is not owned or controlled by the State but is owned or controlled by
the corporation; provided that:



(A)  Regional system boards shall have
custodial control over facilities and physical assets in their respective
regional systems.  A regional system board may own, purchase, lease, exchange,
or otherwise acquire property, whether real, personal, or mixed, tangible or
intangible, and of any interest therein, other than property owned or
controlled by the corporation, in the name of the regional system board;
provided further that a regional system board shall be subject to section
323F-3.5; and



(B)  Each regional system board shall be
responsible for conducting the activities under this paragraph in its own
regional system;



(19)  Maintaining, improving, pledging, mortgaging,
selling, or otherwise holding or disposing of property, whether real, personal,
or mixed, tangible or intangible, and of any interest therein, at any time and
manner, in furtherance of the purposes and mission of the corporation or any
regional system board; provided that the corporation or any regional system
board legally holds or controls the property in its own name; provided further
that other than to secure revenue bonds and related obligations and agents, and
to transition into a new entity, the corporation or any regional system board
shall not sell, assign, lease, hypothecate, mortgage, pledge, give, or dispose
of all or substantially all of its property; and provided further that each
regional system board shall be responsible for conducting the activities under
this paragraph in its own regional system, and control over such property shall
be delegated to each regional system board; provided further that this
paragraph shall not be construed to authorize the sale, pledge, or mortgage of
real property under the control of the corporation or a regional system board;



(20)  Purchasing insurance and creating captive
insurers in any arrangement deemed in the best interest of the corporation,
including but not limited to funding and payment of deductibles and purchase of
reinsurance; provided that only the corporation shall have the power to create
captive insurers to benefit public health facilities and operations in all
regional systems; and provided further that a regional system board may
purchase insurance for its regional system in collaboration with the other
regional systems and the corporation until captive coverage is provided by the
corporation;



(21)  Acquiring by condemnation, pursuant to chapter
101, any real property required by the corporation to carry out the powers
granted by this chapter;



(22)  Depositing any moneys of the corporation or any
regional system board in any banking institution within or without the State,
and appointing, for the purpose of making deposits, one or more persons to act
as custodians of the moneys of the corporation or any regional system board;
provided that regional system boards may deposit moneys in banking institutions
pursuant to corporation-wide guidelines established by the corporation board;



(23)  Contracting for and accepting any gifts, grants,
and loans of funds, property, or any other aid in any form from the federal
government, the State, any state agency, or any other source, or any combination
thereof, and complying, subject to this chapter, with the terms and conditions
thereof; provided that the regional system boards shall be responsible for
contracting for and accepting any gifts, grants, loans, property, or other aid
if intended to benefit the public health facilities and operations exclusively
in their respective regional systems; and provided further that all contracting
for or acceptance of gifts, grants, loans, property, or other aid shall be
consistent with corporation-wide policies established by the corporation board;



(24)  Providing health and medical services for the
public directly or by agreement or lease with any person, firm, or private or
public corporation, partnership, or association through or in the health
facilities of the corporation or regional system boards or otherwise; provided
that the regional system boards shall be responsible for conducting the
activities under this paragraph in their respective regional systems;



(25)  Approving medical staff bylaws, rules, and
medical staff appointments and reappointments for all public health facilities
of the corporation or any regional system board, including but not limited to
determining the conditions under which a health professional may be extended
the privilege of practicing within a health facility, as determined by the
respective regional system board and consistent with corporation-wide policies,
and adopting and implementing reasonable rules, without regard to chapter 91,
for the credentialing and peer review of all persons and health professionals
within the facility; provided that regional system boards shall be the
governing body responsible for all medical staff organization, peer review, and
credentialing activities to the extent allowed by law;



(26) (A)  Investing any funds not required for
immediate disbursement in property or in securities that meet the standard for
investments established in chapter 88 as provided by the corporation board or
any regional system board; provided that proceeds of bonds and moneys pledged
to secure bonds may be invested in obligations permitted by any document that
authorizes the issuance or securing of bonds; and provided further that the
investment assists the corporation or any regional system board in carrying out
its public purposes; selling from time to time securities thus purchased and
held, and depositing any securities in any bank or financial institution within
or without the State.  Any funds deposited in a banking institution or in any
depository authorized in this section shall be secured in a manner and subject
to terms and conditions as the corporation board or a regional system board may
determine, with or without payment of any interest on the deposit, including
without limitation time deposits evidenced by certificates of deposit.  Any
bank or financial institution incorporated under the laws of this State may act
as depository of any funds of the corporation or a regional system board and
may issue indemnity bonds or may pledge securities as may be required by the
corporation or regional system board; provided that regional system boards may
exercise the powers under this subsection with respect to financial assets of
the regional system consistent with corporation-wide policies; and



(B)  Notwithstanding subparagraph (A),
contracting with the holders of any of its notes or bonds as to the custody,
collection, securing, investment, and payment of any moneys of the corporation
or regional system board and of any moneys held in trust or otherwise for the
payment of notes or bonds and carrying out the contract.  Moneys held in trust
or otherwise for the payment of notes or bonds or in any way to secure notes or
bonds, and deposits of such moneys, may be secured in the same manner as moneys
of the corporation or regional system board, and all banks and trust companies
are authorized to give security for the deposits;



(27)  Entering into any agreement with the State,
including but not limited to contracts for the provision of goods, services,
and facilities in support of the corporation's programs or the regional system
boards' programs, and contracting for the provision of services to or on behalf
of the State; provided that the regional system boards shall be responsible for
entering into agreements to provide goods, services, and facilities in support
of programs in their respective regional systems consistent with
corporation-wide policies;



(28)  Having a seal and altering the same at pleasure;



(29)  Waiving, by means that the corporation or
regional system board deems appropriate, the exemption from federal income
taxation of interest on the corporation's or regional system boards' bonds,
notes, or other obligations provided by the Internal Revenue Code of 1986, as
amended, or any other federal statute providing a similar exemption;



(30)  Developing internal policies and procedures for
the procurement of goods and services, consistent with the goals of public
accountability and public procurement practices, and subject to management and
financial legislative audits; provided that the regional system boards shall be
responsible for developing internal policies and procedures for each of their
regional systems consistent with the corporation's policies and procedures; and
further provided that:



(A)  The regional system boards and the
corporation board shall enjoy the exemption under section 103-53(e);



(B)  The regional system boards shall enjoy the
exemption under chapter 103D; and



(C)  The corporation shall be subject to
chapter 103D;



(31)  Authorizing and establishing positions; provided
that regional system boards shall be responsible for hiring and firing regional
and facility personnel consistent with corporation policies, except a regional
chief executive officer shall only be hired or dismissed upon the approval of
the regional system board as further set forth in section 323F-8.5;



(32)  Having and exercising all rights and powers
necessary or incidental to or implied from the specific powers granted in this
chapter, which specific powers shall not be considered as a limitation upon any
power necessary or appropriate to carry out the purposes and intent of this
chapter; provided that the regional system boards shall be responsible for
having and exercising all powers and rights with respect to matters in their regional
systems consistent with the law; and



(33)  Each regional system, through its regional system
board, shall:



(A)  Develop policies and procedures necessary
or appropriate to plan, operate, manage, and control the day-to-day operations
of facilities within the regional system that are consistent with
corporation-wide policies;



(B)  Exercise custodial control over and use of
all assets of the corporation that are located in the regional system pursuant
to this chapter; and



(C)  Expend funds within its approved regional
system budget and expend additional funds in excess of its approved regional
system budget upon approval of the corporation board.



(d)  Each regional system board shall not be
subject to chapters 36 to 38, 40, 41D, and 103D as well as part I of chapter 92
and shall enjoy the exemptions contained in sections 102-2 and 103-53(e),
except as otherwise provided in this chapter.  The corporation shall not be
subject to chapters 36 to 38, 40, and 41D, as well as part I of chapter 92, and
shall enjoy the exemptions contained in sections 102-2 and 103-53(e); provided
that the exemption provided under this subsection to chapter 37D shall only
apply to financing agreements of $5,000,000 or less; provided further that the
aggregate value of financing agreements per fiscal year shall not exceed
$25,000,000.



(e)  The duties and powers granted to the
corporation or any regional system board may not be used to enter into
contractual or business relationships that have the practical effect of
allowing or are intended to allow private-sector counterparts to replace
existing employee positions or responsibilities within the corporation or in
any regional system or its facilities; provided the corporation or regional
system boards shall be allowed to enter into such relationships to the extent
and for the purposes that the division of community hospitals could have done
under collective bargaining contracts that were in effect for the 1995-1996
fiscal year. [L 1996, c 262, pt of §2; am L 1998, c 229, §6; am L 2000, c 279,
§6; am L 2002, c 148, §37; am L 2004, c 216, §37; am L 2007, c 290, §23; am L
2009, c 182, §12]