Code of the District of Columbia

§ 44–951.05. Governance of the Corporation.

(a) The powers of the Corporation shall be vested in and exercised by the Board. The Board may take action at a meeting held at a time and place fixed by the bylaws. The Board shall adopt rules for conducting its meetings.

(b)(1) The presence of 5 voting members shall constitute a quorum of the Board. A majority vote of the members present for a quorum shall be necessary for the Board to take any official action.

(2) A Board member shall be considered present for the purpose of establishing or maintaining a quorum either by being physically present at the site specified for the Board meeting or by being electronically present via a speaker telephone, web camera, or other device capable of transmitting the member’s voice or voice and image to the Board members physically present and the Board members’ voices or voices and images to the member employing electronic means to participate.

(c) The Board shall hold an annual meeting to inform the public of its plans and programs. The Board shall provide notice of the meeting by publishing notice in the District of Columbia Register and a newspaper of general circulation in the District not less than 30 days before the date of the meeting.

(d) The Board shall meet not less than once per month, at least 10 months each year. Board meetings shall comply with the requirements for open meetings pursuant to § 1-207.42.

(e) The Corporation’s fiscal year shall coincide with the fiscal year of the District government.

(f) The Board shall appoint the Chief Executive Officer (“CEO”) of the United Medical Center as CEO of the Corporation and to be in charge of the day-to-day affairs of the Corporation, including the hospital and other operations at the site. The Board may subsequently conduct a national search to fill the position of CEO. The CEO shall serve at the pleasure of the Board.

(g) The Board may engage a hospital management company to assist in hospital operations and may contract or enter into leases with third parties to operate discrete facilities within the hospital or on the site.

(h) The Board shall hold its first meeting no later than 7 days from the date of the appointment of 7 or more members.

(i) The Board shall determine the qualifications and credentialing for health care professionals to receive the privilege of practicing within a health-care facility under the Corporation’s jurisdiction and make reasonable policies and procedures for the conduct of a person on the staff of a facility within the Corporation’s jurisdiction, consistent with District law.