EMH more than a hospital

On Wednesday, Nov. 17, the corporators of Eastern Maine Healthcare will be asked to make a fundamental choice about the future of health care in our region. Eastern Maine Healthcare is accountable to the community because all directors of the board must be elected by the community as represented by the EMH corporators.

While the EMH board nominates board directors, EMH corporators can also nominate them, and only the corporators can elect them. Corporator power is limited, but it is also real; it provides an important – if limited -check on the board by making it accountable to the community. It reminds the board that it is the community that has final authority. On Nov. 17, the corporators of EMH will be asked to surrender this authority. Is this wise?

Officially a favorable vote on Nov. 17 will eliminate Eastern Maine Healthcare and surrender its assets to Eastern Maine Healthcare Systems, a regional health care organization. At the same time, EMH corporators will be asked to approve new bylaws and dilute their authority and the authority of the community. Originally bylaws for the new system would have eliminated the corporator model in its entirety and replace it with a self-perpetuating board that would only have been answerable to itself.

The argument at the time was that democracy and representational governance are inefficient – luxuries that northern Maine could ill afford in the competitive health care world. Because of sustained community protest, this approach was abandoned and new bylaws were drafted that apparently preserve a corporator model but only by sacrificing almost all real community authority.

In a traditional corporator model (the model presently in force at EMH), corporators elect the board. Under the new, proposed bylaws, the board will appoint the corporators whose only power in the future will be to approve slates of candidates that have been approved by the board. At the same time, the number of corporators will be radically reduced and apportioned throughout the region in such a way that individual communities, while nominally represented, will have little – if any – meaningful voice.

In the new system, for example, Bangor’s Eastern Maine Healthcare will represent 80 percent of the assets, but less than 15 percent of the newly appointed corporators will represent the Greater Bangor community’s interest in the management of those assets, and all of those corporators will initially be appointed by the system board. As a result the Greater Bangor community will have no meaningful voice in managing those assets.

Both of us are corporators of EMH, and we can only speculate about the motives that have led to a proposal that would so radically dilute community authority and board accountability. Last January corporators successfully nominated and elected two EMH board members and two EMMC board members. Perhaps this was regarded as an unacceptable challenge. It is very clear that the social and economic power of Eastern Maine Healthcare Systems will be immense; it will have a defining influence in shaping the future of our region.

EMH is more than a hospital. It is the seventh largest employer in the state. Its for-profit and not-for-profit entities (its independent laboratories, real estate ventures, retirement communities, charities, investment portfolios) touch every aspect of our region’s existence from construction to banking and legal services. With the creation of EMHS, these assets must be managed in the interests of the community. The EMHS board may be tempted by the possibility of vesting this power solely in itself.

Whether intended or not, the proposed bylaws will have this effect, and whatever the motives, that effect is deeply unhealthy. It is unhealthy for our region, for our health care communities, for EMHS itself. As corporators of EMH, we believe that it would be unethical for us to surrender the community’s authority over its health care system. We believe that this authority should not be diluted but extended to all communities in our region. In doing so, we would be following a model of development that has already been implemented in southern Maine by Maine Healthcare, and if community governance is healthy in southern Maine, surely it is as healthy in central and northern Maine.

We urge our fellow corporators to come to the meeting on Nov. 17, to reject the proposed bylaws. After rejecting the bylaws, we urge corporators to endorse the system concept but instruct the EMHS board to draft acceptable bylaws, ones that preserve strong corporator governance and meaningful community authority. We owe this to the region we serve.

Dan Cassidy and Tony Brinkley are EMH corporators. Dan Cassidy is a practicing physician, and Tony Brinkley is a professor at the University of Maine.