Erlanger board seeks to cover bases in lengthy second bonus discussion

Erlanger Hospital is seen from the UTC library's balcony in this Dec. 9, 2014, file photo.
Erlanger Hospital is seen from the UTC library's balcony in this Dec. 9, 2014, file photo.

From the start of Erlanger's Board of Trustees meeting Thursday, it was clear the board wanted the meeting to look different from its meeting on Dec. 4, 2014.

That previous meeting -- when the board originally made its controversial decision to grant $1.7 million in bonus pay to managers -- was sparsely attended. The resolutions were added to the board's agenda at the last minute. And little discussion took place before the vote was made.

This time, the meeting was packed with white-coated doctors and administrators. A sign-up sheet was set up for members of the public who wanted to speak. Trustees devoted the entire meeting to the discussion. The board members who were silent during the original meeting of the bonus vote peppered administrators with questions. And the hospital videotaped the entire meeting.

At the start of the meeting, board Chairman Donnie Hutcherson gave a statement, saying that the meeting would not be spent debating how the board made its original decision, but by debating the matters of incentive compensation.

While Erlanger, the region's only safety-net hospital, matters to people throughout the region as a "unique community asset," Hutcherson said it also draws "an equal measure of scrutiny" because of its status as a public hospital.

Hutcherson added that the board has learned from this experience, and that it has made changes to "make sure we follow the strictest interpretation of the Sunshine Law," as well as the spirit of the law.

The decision to reconsider the vote on the bonuses came after three months of political fallout with local lawmakers, who were angered at the way the bonus vote took place, accusing the board of violating the Open Meetings Act. While board members said they were legally allowed to discuss the issue of bonuses in closed committee meetings and a prior dinner meeting, the state's attorney general disagrees in an opinion issued earlier this year.

The board did not re-vote on the bonuses during Thursday's meeting, with Hutcherson saying that they wanted more time to come to "common ground" with lawmakers and to received public feedback. The board will vote on the bonuses, Erlanger pay raises, and a 10 percent raise for CEO Kevin Spiegel at a later meeting.

At Thursday's meeting, it was clear that trustees wanting to put the issue behind them were covering their bases this time around. That included bringing in Jose Pagoaga, a managing principal with the independent consulting firm Sullivan Cotter, to walk through the data on executive compensation.

"It's really important that we tell people, here's how we make this decision," said trustee Jennifer Stanley, who originally presented the incentive resolutions, saying that Sullivan Cotter helps the board evaluate the marketplace and line Erlanger up with other hospitals.

Pagoaga had already worked with board members on setting up the compensation plan, and gave a presentation to the board before the Dec. 4 vote. But on Thursday, he started from the very beginning.

"I think we're going to be here a long time," Pagoagoa said, before launching into a 47-page PowerPoint. "I am going to share all the data, all the information and all the advice that led the board to the decision they made in December."

He stressed that bonuses, as understood in the traditional sense, were very different from the executive compensation that Erlanger had set up, which is strictly performance based and holds managers up to both financial and quality standards -- which includes measures on everything from hospital infections to hand-washing.

Stanley pointed out that while the hospital paid out incentives in 2007, 2009 and 2010, it paid out nothing from 2011 through 2013.

"There's no discussion around the fact that we don't pay when times are bad," Stanley said. "That's the essence for pay for performance."

The meeting had been going for an hour and a half and was still going by press time on Thursday.

Contact staff writer Kate Belz at kbelz@timesfreepress.com or423-757-6673.

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