Broward Health Gawkers!

Too often too many of us carefully stand on the sidelines hurling criticisms at the players (in this case usually the Board Members) without offering any constructive solutions to the problems presented.

I would like to dedicate this post to some suggestions and perhaps, some superficial arguments on their behalf.  However, do not judge the suggestions merely on my supporting superficial arguments that by necessity must be uncharacteristically short.  Each suggestion could be a post entirely in itself.

poop-was-thereGovernmental Representation

However well intentioned, the Board of Commissioners – lacking any intuitional memory, should never have replaced their governmental counsel with compliance counsel.  Moreover, based on past District history, inside counsel versus a multi-disciplined outside firm has never worked for Broward Health.

Currently, Broward Health is misusing the highly respected Berger-Singerman governmental law firm.  Contrary to the current arrangements with the ‘Audit’ committee, Berger-Singerman should be retained by the Board through their general counsel to provide governmental advice to the Board.  Florida’s Attorney General has demanded 5 million from the District, which means the public – and we need to be both defended and protected.  Discussions in anticipation of litigation are generally and appropriately held in the shade.

The Board of Commissioners need the advice of a Governmental Lawyer – Like Sam Goren, Mitchell Burger is one of the best.  Let him continue to help the District, but elevate his assistance to the Board level.

Fog of War

The district is awash in rumors, allegations, name-calling, and conspiracies around every corner creating a “fog of war” condition over Board discussions and decisions.  This must be addressed.  Here is how it can be done.

  1. The Board should unilaterally revoke all current non-disparaging clauses in all severance agreements. This revocation should be noticed to every ex-employee currently receiving any kind of severance.
  2. The Board should unilaterally revoke all non-disparaging clauses in all vendor and/or service agreements currently active. This revocation should be noticed to every party to an agreement having a non-disparaging clause.
  3. The Board should establish a policy that no future agreements of any kind will contain any non-disparaging clauses, sections or prohibitions.
  4. Take your chief internal affairs or compliance person and establish them in the Florida Inspector General’s office for at least the next 12 months.  Have them establish a confidential reporting function for any Broward Health employee, vendor, physician or other who wants to confidentially report criminality, corruption, or policy (non-medical) violations at the District.  Have this person conduct exit interviews of every fired, work-place reduction, resigned, or retired employee of Broward Health.  Insure anonymity and confidentiality for all contacts to the office.  This office should forward allegations to the appropriate investigative agencies or departments. Once this process is established, no more internal investigations, no more rumor hunts – all allegations, etc. will be referred to the Broward Health office of the Inspector General.  (It is noteworthy that the Berger-Singerman firm has experience in setting this process up for the Water District.)

Governance

Interim CEO

The finances of the District have been mauled by incompetence, the District’s Bond Rating is in peril, and although the recent month of financial good news is welcome – the District is still on a perilous financial path as a result of weak leadership.  Even if the District accelerates the recruitment of a strong outside CEO – it will be months, if not years before a new person can be hired and transitioned into the unique problems at Broward Health.

If only there were someone with the requisite experience, knowledge and financial ability who could step in and start work day one!  But wait, there is.

Both CEO Frank Nask and Memorial’s CEO Frank Sacco are available and might be willing under the right circumstances to become an interim Broward Health CEO until such time as a new CEO can be hired and properly transitioned.  Both know the District, both enjoy the confidence of the Bond Markets, and both are strong leaders who could begin to sort out the problems on day one.  And neither would be interested in a long term assignment.

The Board should ask Commissioner Gustafson to make contact and see under what conditions either Nask or Sacco would be willing to briefly come out of retirement and become Broward Health’s interim CEO.  Maybe they wouldn’t, but maybe one of them might! Commissioner Gustafson has a good relationship with both men and would be an ideal Board advocate in this matter.  Worst case scenario is they both would say no.  Swallow your pride and think of the public you serve.

Purchasing Policy

MeetingNeverHappenedThe Board needs to address the very sad state of affairs in its weak purchasing policies.  Before Dr. El Sanadi, the Board with its then governmental counsel Sam Goren was working on a comprehensive review and rewrite of these policies.  I saw a draft of this effort and shared some ideas from my time a chair of the County’s management and efficiency study and Charter Review commissions.  It was a good beginning step, but it needed some work.  At the time and to his credit, Commissioner DiPietro was leading the effort. It is time to resurrect this effort and finish the job.

Centralized Credentialing

Centralized credentialing was supposed to be effective at the time of corporate’s move from Broward General’s historical location to the new facility at the Spectrum Center.  It was an important first step to address the negative influence of rampant physician silos at each of Broward Health’s hospitals.  Here how it was to work.

  1. All physician credentialing paperwork centralized at the new Corporate Headquarters.
  2. A new credentialing committee essentially comprised of the medical chief of staff of each hospital, and various other medical and compliance members.
  3. Physicians credentialed at one Broward Health Hospital would be at all Broward Health hospitals.

This strategy based on physician convenience would help drive and maintain patient admissions across the system while providing corporate with the ability to recruit needed area specialty physicians easily. Moreover, recognizing that the part of the credentialing fees that go to the various hospital medical staffs for their discretionary use would be lost or significantly reduced under this plan, it was important that an alternative method of funding the hospital medical staff’s discretionary budgets be found.  Not an impossible task. Finish this initiative.

Let me finish …

This is directly to the Board.  Knock it off, and get to work!  Stop chasing rumors, allegations, or conspiracies.  Start doing your job building for the future.  Ignore but cooperate fully with any investigations.  They will either materialize into something or disappear into nothingness.  Have a real vision for building Broward Health into the finest public health system in the nation and let nothing distract you from that mission.  Value your public, your physicians, your employees and the sacrifices of so many that put you in the position to do some good.  There are smart people who are standing by to help you succeed.  Seek them out and listen.  Eyes forward.

Bombshell Broward Health Non-Agenda Item stinks of insider Double Dealing

At Wednesday’s Broward Health Board Meeting (May 27/2015), it was announced that  corporate counsel Sam Goren, named partner of the highly respected governmental law firm of Goren, Cherof, Doody & Ezrol, P.A., , had given notice that he would resign as Broward Health’s corporate counsel.  No reason was given for this sudden resignation but it appeared to have been seemingly orchestrated by CEO Dr. El Sanadi and Board chairperson David DiPietro.

Following the ouster of Sam Goren,, a non-agenda item to replace the corporate counsel was walked on to the end of the Board of Commissioners formal meeting yesterday by Dr. El Sanadi.

'Now that we all agree on the agenda, a show of hands on how many want to keep it hidden.'

The non-agenda item was not noticed to the public, and it is unknown to what extent Dr. El Sanadi briefed individual commissioners of his plan to bring the General Counsel’s position inside (as opposed to an independent outside counsel) and to advertise, interview and hire Mr. Goren’s replacement within 30 days.   Some, but not all of the board members were apparently caught unawares of El Sanadi’s plan reminiscent of the putative sham “process” that was used to make him CEO (see post:  Innovative CEO NASK Forced Out, Politics Wins – We Loose!).

Sam Goren and his firm are a class act.  I know.  When I was chair of Broward County’s Management and Efficiency Study committee and later, the chair of Broward County Charter Review Commission, Sam worked as our independent counsel.  In four years, a collaborative effort with Sam’s learned guidance resulted in a completely re-written Broward county charter which now stands as a national model for county government.  Some of Sam’s innovations were the public’s bill of rights, and the mandated ethics code for all elected officials.  Sam would not and will not ever admit that he was forced to resign as corporate counsel, even when true, but he could not stay when his advice is neither solicited nor taken by a client.   His sincere request would be to “let it go”.  So I will respect his request with respect to his and his firm’s service.

bruce-eric-kaplan-right-now-i-m-dealing-with-all-this-spring-bullshit-new-yorker-cartoonHowever, the circumstances surrounding Sam Goren’s reputed ouster and the resulting actions of the Board and Dr. El Sanadi is another matter entirely. First the non-advertised, non-noticed walk on agenda item by Dr. El Sanadi absent a declaration of an emergency is indicative of the ostensible nonchalance disrespect El Sanadi holds the formality of the public meeting process and the public in general, let alone the Board Members themselves.  The agenda walk on item resulted in 4 actions by the Board seemingly carefully orchestrated by El Sanadi and DiPietro, each of which is an important public policy consideration that appeared to be considered in less than an offhand manner by the rest of the Board.

The First action was to revert back to the pre-outside corporate counsel model and move the corporate counsel’s position inside Broward Health.  As most past Board Members would remind the current board, having the corporate counsel inside Broward Health as opposed to being outside and free of undue administrative influence inherent with inside counsel was not only problematic but reputedly was one of the root causes of Broward Health’s current difficulties with the Justice Department.  Previous to the service of Sam Goren and his firm, the previous inside counsel was purportedly removed under a very dark cloud.  This should have been an important policy conversation for the Board, but as it was – not more than a few brief minutes was spent on it.

What should have occurred was a more thorough discussion and an agreement to advertise for proposals for both inside and outside Corporate Counsel for Broward Health.  Outside counsel proposals could identify firm resources and prices that could serve Broward Health.  Inside counsel proposals could identify the costs of establishing an internal Corporate Legal Counsel department.  The Board, armed with these proposals, could then evaluate the submittals and make a much more informed decision for the system.

Instead, no choices and no options were presented.  That’s what happens when there is little preparation or notice of an agenda item.

The second action was a determination of what the minimum qualifications for an inside corporate counsel should have.  Remarkably, even though Dr. El Sanadi has no experience hiring a corporate counsel for a large hospital system – he offered basic qualifications, which were not surprisingly quickly supported by DiPietro.  Together, El Sanadi and DiPietro Ying and Yanged the minimum qualifications on behalf of the Board – presumably matching a pre-determined but as yet unknown friend of theirs. The name I keep hearing is attorney Myla Ruth Reizen from Miami.

The third action was to establish a less than 30 day time period and process for the board to make this critical selection for the District beginning with advertising for the position today (Thursday, May 28th).

The fourth action was to establish a pre-selection process to determine who would be interviewed by the Board.  DiPietro offered to sacrifice himself for the greater good of the Board and agreed to select 5 semi-finalists apparently completely based only on his personal discretion.   Of course, it was conveyed that if any board member wanted to add a name to his 5 choices they could, but that would enlarge the scheduled interview time allotted past 7:00 pm on June 15th.   Wow!!

Workplace-CultureI wonder why they even go through a process when they (DiPietro and El Sanadi) seemingly already know who they want to hire.

Its yet another ostensible sham “process” from DiPietro and ElSanadi that stinks of insider dealing taking us closer and closer to the bad ole’ days of Broward Health corruption. How little they must think of the public they were appointed to serve!