Resolutions of the Beaufort County Board of Commissioners | Eastern North Carolina Now

News Release:

    The following Resolutions were duly adopted by the Beaufort County Board of Commissioners (the "Board"), the governing body of Beaufort County, a political subdivision of the State of North Carolina (the "County"), in a duly called regular meeting on the 7th of July, 2015:

    WHEREAS, the County is the owner of the land and facilities associated with the operation of the acute care hospital located in Washington, North Carolina, known as Vidant Beaufort Hospital (the "Hospital")(collectively, the land and facilities associated with the operation of the Hospital are referred to herein as the "Hospital Property"), which is currently operated by University Health Systems of Eastern Carolina, d/b/a Vidant Health ("Vidant");

    WHEREAS, effective November 2, 2001, the Board established the Beaufort Regional Medical Authority, which is incorporated as a hospital authority in accordance with N.C. Gen. Stat. § 131E-19. Effective June 6, 2009, Beaufort Regional Medical Authority changed its name to Beaufort Regional Health System (the "Health System"). The Health System was created by the County in the interest of the public health and welfare of the citizens of Beaufort County pursuant to the provisions of the North Carolina Hospital Authorities Act;

    WHEREAS, from 2001 to 2011, the County leased the Hospital Property to the Health System, most recently pursuant to that certain Amended Lease, dated November 30, 2010; provided, however, such lease was assigned to Vidant and amended and restated for the purpose of leasing the Hospital Property and the assets of the Hospital to Vidant (the "Amended and Restated Lease");

    WHEREAS, in connection with the Amended and Restated Lease, the County entered into an Excluded Liabilities Escrow Agreement with the Health System, Beaufort County Hospital Association, Inc., Beaufort Regional Physicians, LLC, Vidant, and First Citizens Bank & Trust Co. (the "Escrow Agreement"), which effectively segregates a portion of the lease proceeds in an escrow account for the purpose of insuring that funds are available to pay certain liabilities of the County and the Health System;

    WHEREAS, because Vidant now operates the Hospital, the Health System remains in existence for the sole purpose winding up its business and affairs, which includes discharging its liabilities and obligations and authorizing disbursements pursuant to the terms of the Escrow Agreement. For this reason, the County believes it is in the best interest of the public health and welfare of the citizens of Beaufort County to dissolve the Health System effective September 1, 2015 (the "Dissolution Date"), at which time the Chairman of the Board shall deliver an application for the dissolution of the Health System with the North Carolina Secretary of State. Such application for dissolution shall identify the County as the Health System's successor in interest; and

    WHEREAS, prior to the Dissolution Date, the Chairman of the Board, or his designee, shall coordinate with legal counsel and legal counsel to the Health System to obtain detailed information about the Health System's outstanding liabilities and obligations and actions that need to be taken to wind up the Health System's business and affairs.

    NOW, THEREFORE, BE IT RESOLVED that County hereby authorizes all actions necessary to effectuate the dissolution and termination of the Health System, which dissolution shall be effective as of the Dissolution Date.

    BE IT FURTHER RESOLVED that the Board hereby authorizes and directs the Chairman of the Board, and such other persons as may be required, on behalf of the County, to undertake the following actions:

    1. To meet with representative(s) of the Health System to obtain detailed information about the Health System's outstanding liabilities and obligations;

    2. To submit an Application for Dissolution for the purpose of dissolving the Health System with the North Carolina Secretary of State, to be effective on the Dissolution Date; and

    3. To take such other and further actions as are not inconsistent with law that may be necessary or desirable to conclude and implement the actions described in these Resolutions.

    This the 7th day of July, 2015.

    ____________________________________
           Gary L. Brinn, Chairman

    Beaufort County Board of Commissioners


    _____________________________________
           Katie Mosher, Clerk

    Beaufort County Board of Commissioners