HB 0077A, Engrossed 1 2003
   
1 A bill to be entitled
2          An act relating to statewide research institutes; amending
3    s. 1004.43, F.S.; authorizing the establishment of for-
4    profit subsidiaries of the governing corporation;
5    prohibiting certain activities by such for profit
6    subsidiaries; providing that the contract with the State
7    Board of Education shall permit the use of lands and
8    facilities for research, education, treatment, prevention,
9    and early detection of cancer; authorizing the governing
10    corporation and its subsidiaries to obtain their own
11    property insurance coverage; providing that certain
12    appropriations shall be paid directly to the board of
13    directors of the governing corporation; changing the
14    appointing authority for certain members of the council of
15    scientific advisors; amending s. 1004.445, F.S.; renaming
16    the Florida Alzheimer's Center and Research Institute as
17    the Johnnie Bryars Byrd, Sr., Alzheimer's Center and
18    Research Institute; deleting obsolete language;
19    authorizing the establishment of for-profit subsidiaries
20    of the governing corporation; providing that the contract
21    with the State Board of Education shall permit the use of
22    lands and facilities for research, education, treatment,
23    prevention, and early detection of Alzheimer's disease;
24    authorizing the governing corporation and its subsidiaries
25    to obtain their own property insurance coverage; providing
26    that certain appropriations shall be paid directly to the
27    board of directors of the governing corporation; changing
28    the appointing authority for certain members of the
29    council of scientific advisors; providing for construction
30    of the act in pari materia with laws enacted during the
31    Regular Session of the Legislature; providing an effective
32    date.
33         
34          Be It Enacted by the Legislature of the State of Florida:
35         
36          Section 1. Section 1004.43, Florida Statutes, is amended
37    to read:
38          1004.43 H. Lee Moffitt Cancer Center and Research
39    Institute.--There is established the H. Lee Moffitt Cancer
40    Center and Research Institute at the University of South
41    Florida.
42          (1) The State Board of Education shall enter into an
43    agreement for the utilization of the facilities on the campus of
44    the University of South Florida to be known as the H. Lee
45    Moffitt Cancer Center and Research Institute, including all
46    furnishings, equipment, and other chattels used in the operation
47    of said facilities, with a Florida not-for-profit corporation
48    organized solely for the purpose of governing and operating the
49    H. Lee Moffitt Cancer Center and Research Institute. This not-
50    for-profit corporation, acting as an instrumentality of the
51    State of Florida, shall govern and operate the H. Lee Moffitt
52    Cancer Center and Research Institute in accordance with the
53    terms of the agreement between the State Board of Education and
54    the not-for-profit corporation. The not-for-profit corporation
55    may, with the prior approval of the State Board of Education,
56    create not-for-profitcorporate subsidiaries to fulfill its
57    mission. For profit subsidiaries of the not-for-profit
58    corporation shall not compete with for profit health care
59    providers in the delivery of radiation therapy services to
60    patients.The not-for-profit corporation and its subsidiaries
61    are authorized to receive, hold, invest, and administer property
62    and any moneys received from private, local, state, and federal
63    sources, as well as technical and professional income generated
64    or derived from practice activities of the institute, for the
65    benefit of the institute and the fulfillment of its mission. The
66    affairs of the corporation shall be managed by a board of
67    directors who shall serve without compensation. The President of
68    the University of South Florida and the chair of the State Board
69    of Education, or his or her designee, shall be directors of the
70    not-for-profit corporation, together with 5 representatives of
71    the state universities and no more than 14 nor fewer than 10
72    directors who are not medical doctors or state employees. Each
73    director shall have only one vote, shall serve a term of 3
74    years, and may be reelected to the board. Other than the
75    President of the University of South Florida and the chair of
76    the State Board of Education, directors shall be elected by a
77    majority vote of the board. The chair of the board of directors
78    shall be selected by majority vote of the directors.
79          (2) The State Board of Education shall provide in the
80    agreement with the not-for-profit corporation for the following:
81          (a) Approval of the articles of incorporation of the not-
82    for-profit corporation by the State Board of Education.
83          (b) Approval of the articles of incorporation of any not-
84    for-profit corporate subsidiary created by the not-for-profit
85    corporation.
86          (c) Utilization of lands,hospital facilities,and
87    personnel by the not-for-profit corporation and its subsidiaries
88    for research, education, treatment, prevention, and the early
89    detection of cancer andfor mutually approved teaching and
90    research programs conducted by the University of South Florida
91    or other accredited medical schools or research institutes.
92          (d) Preparation of an annual financial audit of the not-
93    for-profit corporation's accounts and records and the accounts
94    and records of any subsidiaries to be conducted by an
95    independent certified public accountant. The annual audit report
96    shall include a management letter, as defined in s. 11.45, and
97    shall be submitted to the Auditor General and the State Board of
98    Education. The State Board of Education, the Auditor General,
99    and the Office of Program Policy Analysis and Government
100    Accountability shall have the authority to require and receive
101    from the not-for-profit corporation and any subsidiaries or from
102    their independent auditor any detail or supplemental data
103    relative to the operation of the not-for-profit corporation or
104    subsidiary.
105          (e) Provision by the not-for-profit corporation and its
106    subsidiaries of equal employment opportunities to all persons
107    regardless of race, color, religion, sex, age, or national
108    origin.
109          (3) The State Board of Education is authorized to secure
110    comprehensive general liability protection, including
111    professional liability protection, for the not-for-profit
112    corporation and its subsidiaries pursuant to s. 1004.24. The
113    not-for-profit corporation and its subsidiaries shall be exempt
114    from any participation in any property insurance trust fund
115    established by law, including any property insurance trust fund
116    established pursuant to chapter 284, so long as the not-for-
117    profit corporation and its subsidiaries maintain property
118    insurance protection with comparable or greater coverage limits.
119          (4) In the event that the agreement between the not-for-
120    profit corporation and the State Board of Education is
121    terminated for any reason, the State Board of Education shall
122    resume governance and operation of said facilities.
123          (5) The institute shall be administered by a chief
124    executive officer who shall serve at the pleasure of the board
125    of directors of the not-for-profit corporation and who shall
126    have the following powers and duties subject to the approval of
127    the board of directors:
128          (a) The chief executive officer shall establish programs
129    which fulfill the mission of the institute in research,
130    education, treatment, prevention, and the early detection of
131    cancer; however, the chief executive officer shall not establish
132    academic programs for which academic credit is awarded and which
133    terminate in the conference of a degree without prior approval
134    of the State Board of Education.
135          (b) The chief executive officer shall have control over
136    the budget and the dollars appropriated or donated to the
137    institute from private, local, state, and federal sources, as
138    well as technical and professional income generated or derived
139    from practice activities of the institute. However, professional
140    income generated by university faculty from practice activities
141    at the institute shall be shared between the institute and the
142    university as determined by the chief executive officer and the
143    appropriate university dean or vice president.
144          (c) The chief executive officer shall appoint members to
145    carry out the research, patient care, and educational activities
146    of the institute and determine compensation, benefits, and terms
147    of service. Members of the institute shall be eligible to hold
148    concurrent appointments at affiliated academic institutions.
149    University faculty shall be eligible to hold concurrent
150    appointments at the institute.
151          (d) The chief executive officer shall have control over
152    the use and assignment of space and equipment within the
153    facilities.
154          (e) The chief executive officer shall have the power to
155    create the administrative structure necessary to carry out the
156    mission of the institute.
157          (f) The chief executive officer shall have a reporting
158    relationship to the Commissioner of Education.
159          (g) The chief executive officer shall provide a copy of
160    the institute's annual report to the Governor and Cabinet, the
161    President of the Senate, the Speaker of the House of
162    Representatives, and the chair of the State Board of Education.
163          (6) The board of directors of the not-for-profit
164    corporation shall create a council of scientific advisers to the
165    chief executive officer comprised of leading researchers,
166    physicians, and scientists. This council shall review programs
167    and recommend research priorities and initiatives so as to
168    maximize the state's investment in the institute. The council
169    shall be appointed by the board of directors of the not-for-
170    profit corporation and shall include five appointees of the
171    State Board of Education. Each member of the council shall be
172    appointed to serve a 2-year term and may be reappointed to the
173    council.
174          (7) In carrying out the provisions of this section, the
175    not-for-profit corporation and its subsidiaries are not
176    "agencies" within the meaning of s. 20.03(11).
177          (8)(a) Records of the not-for-profit corporation and of
178    its subsidiaries are public records unless made confidential or
179    exempt by law.
180          (b) Proprietary confidential business information is
181    confidential and exempt from the provisions of s. 119.07(1) and
182    s. 24(a), Art. I of the State Constitution. However, the Auditor
183    General, the Office of Program Policy Analysis and Government
184    Accountability, and the State Board of Education, pursuant to
185    their oversight and auditing functions, must be given access to
186    all proprietary confidential business information upon request
187    and without subpoena and must maintain the confidentiality of
188    information so received. As used in this paragraph, the term
189    "proprietary confidential business information" means
190    information, regardless of its form or characteristics, which is
191    owned or controlled by the not-for-profit corporation or its
192    subsidiaries; is intended to be and is treated by the not-for-
193    profit corporation or its subsidiaries as private and the
194    disclosure of which would harm the business operations of the
195    not-for-profit corporation or its subsidiaries; has not been
196    intentionally disclosed by the corporation or its subsidiaries
197    unless pursuant to law, an order of a court or administrative
198    body, a legislative proceeding pursuant to s. 5, Art. III of the
199    State Constitution, or a private agreement that provides that
200    the information may be released to the public; and which is
201    information concerning:
202          1. Internal auditing controls and reports of internal
203    auditors;
204          2. Matters reasonably encompassed in privileged attorney-
205    client communications;
206          3. Contracts for managed-care arrangements, including
207    preferred provider organization contracts, health maintenance
208    organization contracts, and exclusive provider organization
209    contracts, and any documents directly relating to the
210    negotiation, performance, and implementation of any such
211    contracts for managed-care arrangements;
212          4. Bids or other contractual data, banking records, and
213    credit agreements the disclosure of which would impair the
214    efforts of the not-for-profit corporation or its subsidiaries to
215    contract for goods or services on favorable terms;
216          5. Information relating to private contractual data, the
217    disclosure of which would impair the competitive interest of the
218    provider of the information;
219          6. Corporate officer and employee personnel information;
220          7. Information relating to the proceedings and records of
221    credentialing panels and committees and of the governing board
222    of the not-for-profit corporation or its subsidiaries relating
223    to credentialing;
224          8. Minutes of meetings of the governing board of the not-
225    for-profit corporation and its subsidiaries, except minutes of
226    meetings open to the public pursuant to subsection (9);
227          9. Information that reveals plans for marketing services
228    that the corporation or its subsidiaries reasonably expect to be
229    provided by competitors;
230          10. Trade secrets as defined in s. 688.002, including
231    reimbursement methodologies or rates; or
232          11. The identity of donors or prospective donors of
233    property who wish to remain anonymous or any information
234    identifying such donors or prospective donors. The anonymity of
235    these donors or prospective donors must be maintained in the
236    auditor's report.
237         
238          As used in this paragraph, the term "managed care" means systems
239    or techniques generally used by third-party payors or their
240    agents to affect access to and control payment for health care
241    services. Managed-care techniques most often include one or more
242    of the following: prior, concurrent, and retrospective review of
243    the medical necessity and appropriateness of services or site of
244    services; contracts with selected health care providers;
245    financial incentives or disincentives related to the use of
246    specific providers, services, or service sites; controlled
247    access to and coordination of services by a case manager; and
248    payor efforts to identify treatment alternatives and modify
249    benefit restrictions for high-cost patient care.
250          (9) Meetings of the governing board of the not-for-profit
251    corporation and meetings of the subsidiaries of the not-for-
252    profit corporation at which the expenditure of dollars
253    appropriated to the not-for-profit corporation by the state are
254    discussed or reported must remain open to the public in
255    accordance with s. 286.011 and s. 24(b), Art. I of the State
256    Constitution, unless made confidential or exempt by law. Other
257    meetings of the governing board of the not-for-profit
258    corporation and of the subsidiaries of the not-for-profit
259    corporation are exempt from s. 286.011 and s. 24(b), Art. I of
260    the State Constitution.
261          (10) In addition to the continuing appropriation to the
262    institute provided in s. 210.20(2), any appropriation to the
263    institute provided in a general appropriations act shall be paid
264    directly to the board of directors of the not-for-profit
265    corporation by warrant drawn by the Chief Financial Officer from
266    the State Treasury.
267          Section 2. Section 1004.445, Florida Statutes, is amended
268    to read:
269          1004.445 Johnnie Bryars Byrd, Sr.,FloridaAlzheimer's
270    Center and Research Institute.--
271          (1) Effective July 1, 2002, The Johnnie Bryars Byrd, Sr.,
272    FloridaAlzheimer's Center and Research Institute is established
273    at the University of South Florida.
274          (2)(a) The State Board of Education shall enter into an
275    agreement for the utilization of the facilities on the campus of
276    the University of South Florida to be known as the Johnnie B.
277    Byrd, Sr.,FloridaAlzheimer's Center and Research Institute,
278    including all furnishings, equipment, and other chattels used in
279    the operation of those facilities, with a Florida not-for-profit
280    corporation organized solely for the purpose of governing and
281    operating the Johnnie Bryars Byrd, Sr.,FloridaAlzheimer's
282    Center and Research Institute. This not-for-profit corporation,
283    acting as an instrumentality of the state, shall govern and
284    operate the Johnnie Bryars Byrd, Sr.,FloridaAlzheimer's Center
285    and Research Institute in accordance with the terms of the
286    agreement between the State Board of Education and the not-for-
287    profit corporation. The not-for-profit corporation may, with the
288    prior approval of the State Board of Education, create not-for-
289    profitcorporate subsidiaries to fulfill its mission. The not-
290    for-profit corporation and its subsidiaries are authorized to
291    receive, hold, invest, and administer property and any moneys
292    acquired from private, local, state, and federal sources, as
293    well as technical and professional income generated or derived
294    from practice activities of the institute, for the benefit of
295    the institute and the fulfillment of its mission.
296          (b)1. The affairs of the not-for-profit corporation shall
297    be managed by a board of directors who shall serve without
298    compensation. The board of directors shall consist of the
299    President of the University of South Florida and the chair of
300    the State Board of Education, or their designees, 5
301    representatives of the state universities, and no fewer than 9
302    nor more than 14 representatives of the public who are neither
303    medical doctors nor state employees. Each director who is a
304    representative of a state university or of the public shall be
305    appointed to serve a term of 3 years. The chair of the board of
306    directors shall be selected by a majority vote of the directors.
307    Each director shall have only one vote.
308          2. The initial board of directors shall consist of the
309    President of the University of South Florida and the chair of
310    the State Board of Education, or their designees; the five
311    university representatives, of whom one shall be appointed by
312    the Governor, two by the President of the Senate, and two by the
313    Speaker of the House of Representatives; and nine public
314    representatives, of whom three shall be appointed by the
315    Governor, three by the President of the Senate, and three by the
316    Speaker of the House of Representatives. Upon the expiration of
317    the terms of the initial appointed directors, all directors
318    subject to 3-year terms of office under this paragraph shall be
319    appointed by a majority vote of the directors and the board may
320    be expanded to include additional public representative
321    directors up to the maximum number allowed. Any vacancy in
322    office shall be filled for the remainder of the term by majority
323    vote of the directors. Any director may be reappointed.
324          (3) The State Board of Education shall provide in the
325    agreement with the not-for-profit corporation for the following:
326          (a) Approval by the State Board of Education of the
327    articles of incorporation of the not-for-profit corporation.
328          (b) Approval by the State Board of Education of the
329    articles of incorporation of any not-for-profit corporate
330    subsidiary created by the not-for-profit corporation.
331          (c) Utilization of lands,hospital facilities,and
332    personnel by the not-for-profit corporation and its subsidiaries
333    for research, education, treatment, prevention, and the early
334    detection of Alzheimer’s disease andfor mutually approved
335    teaching and research programs conducted by the University of
336    South Florida or other accredited medical schools or research
337    institutes.
338          (d) Preparation of an annual postaudit of the not-for-
339    profit corporation's financial accounts and the financial
340    accounts of any subsidiaries to be conducted by an independent
341    certified public accountant. The annual audit report shall
342    include management letters and shall be submitted to the Auditor
343    General and the State Board of Education for review. The State
344    Board of Education, the Auditor General, and the Office of
345    Program Policy Analysis and Government Accountability shall have
346    the authority to require and receive from the not-for-profit
347    corporation and any subsidiaries, or from their independent
348    auditor, any detail or supplemental data relative to the
349    operation of the not-for-profit corporation or subsidiary.
350          (e) Provision by the not-for-profit corporation and its
351    subsidiaries of equal employment opportunities for all persons
352    regardless of race, color, religion, gender, age, or national
353    origin.
354          (4) The State Board of Education is authorized to secure
355    comprehensive general liability protection, including
356    professional liability protection, for the not-for-profit
357    corporation and its subsidiaries, pursuant to s. 1004.24. The
358    not-for-profit corporation and its subsidiaries shall be exempt
359    from any participation in any property insurance trust fund
360    established by law, including any property insurance trust fund
361    established pursuant to chapter 284, so long as the not-for-
362    profit corporation and its subsidiaries maintain property
363    insurance protection with comparable or greater coverage limits.
364          (5) In the event that the agreement between the not-for-
365    profit corporation and the State Board of Education is
366    terminated for any reason, the State Board of Education shall
367    assume governance and operation of the facilities.
368          (6) The institute shall be administered by a chief
369    executive officer, who shall be appointed by and serve at the
370    pleasure of the board of directors of the not-for-profit
371    corporation, and who shall exercise the following powers and
372    duties, subject to the approval of the board of directors:
373          (a) The chief executive officer shall establish programs
374    that fulfill the mission of the institute in research,
375    education, treatment, prevention, and early detection of
376    Alzheimer's disease; however, the chief executive officer may
377    not establish academic programs for which academic credit is
378    awarded and which culminate in the conferring of a degree,
379    without prior approval of the State Board of Education.
380          (b) The chief executive officer shall have control over
381    the budget and the moneys appropriated or donated to the
382    institute from private, local, state, and federal sources, as
383    well as technical and professional income generated or derived
384    from practice activities of the institute. However, professional
385    income generated by university faculty from practice activities
386    at the institute shall be shared between the institute and the
387    university as determined by the chief executive officer and the
388    appropriate university dean or vice president.
389          (c) The chief executive officer shall appoint
390    representatives of the institute to carry out the research,
391    patient care, and educational activities of the institute and
392    establish the compensation, benefits, and terms of service of
393    such representatives. Representatives of the institute shall be
394    eligible to hold concurrent appointments at affiliated academic
395    institutions. University faculty shall be eligible to hold
396    concurrent appointments at the institute.
397          (d) The chief executive officer shall have control over
398    the use and assignment of space and equipment within the
399    facilities.
400          (e) The chief executive officer shall have the power to
401    create the administrative structure necessary to carry out the
402    mission of the institute.
403          (f) The chief executive officer shall have a reporting
404    relationship to the Commissioner of Education.
405          (g) The chief executive officer shall provide a copy of
406    the institute's annual report to the Governor and Cabinet, the
407    President of the Senate, the Speaker of the House of
408    Representatives, and the chair of the State Board of Education.
409          (7) The board of directors of the not-for-profit
410    corporation shall create a council of scientific advisers to the
411    chief executive officer comprised of leading researchers,
412    physicians, and scientists. The council shall review programs
413    and recommend research priorities and initiatives to maximize
414    the state's investment in the institute. The members of the
415    council shall be appointed by the board of directors of the not-
416    for-profit corporation, except for five members who shall be
417    appointed by the State Board of Education. Each member of the
418    council shall be appointed to serve a 2-year term and may be
419    reappointed to the council.
420          (8) In carrying out the provisions of this section, the
421    not-for-profit corporation and its subsidiaries are not agencies
422    within the meaning of s. 20.03(11).
423          (9) The following information is confidential and exempt
424    from the provisions of s. 119.07(1) and s. 24, Art. I of the
425    State Constitution:
426          (a) Personal identifying information relating to clients
427    of programs created or funded through the Johnnie Bryars Byrd,
428    Sr.,FloridaAlzheimer's Center and Research Institute which is
429    held by the institute, University of South Florida, or State
430    Board of Education or by persons who provide services to clients
431    of programs created or funded through contracts with the Johnnie
432    Bryars Byrd, Sr.,FloridaAlzheimer's Center and Research
433    Institute;
434          (b) Any medical or health records relating to patients
435    which may be created or received by the institute;
436          (c) Materials that relate to methods of manufacture or
437    production, potential trade secrets, potentially patentable
438    material, actual trade secrets as defined in s. 688.002, or
439    proprietary information received, generated, ascertained, or
440    discovered during the course of research conducted by or through
441    the institute and business transactions resulting from such
442    research;
443          (d) The identity of a donor or prospective donor to the
444    Johnnie Bryars Byrd, Sr.,FloridaAlzheimer's Center and
445    Research Institute who wishes to remain anonymous, and all
446    information identifying such donor or prospective donor;
447          (e) Any information received by the institute in the
448    performance of its duties and responsibilities which is
449    otherwise confidential and exempt by law; and
450          (f) Any information received by the institute from a
451    person from another state or nation or the Federal Government
452    which is otherwise confidential or exempt pursuant to that
453    state's or nation's laws or pursuant to federal law.
454         
455          Any governmental entity that demonstrates a need to access such
456    confidential and exempt information in order to perform its
457    duties and responsibilities shall have access to such
458    information and shall otherwise keep such information
459    confidential and exempt. This section is subject to the Open
460    Government Sunset Review Act of 1995 in accordance with s.
461    119.15 and shall stand repealed on October 2, 2006, unless
462    reviewed and saved from repeal through reenactment by the
463    Legislature.
464          (10) Any appropriation to the institute provided in a
465    general appropriations act shall be paid directly to the board
466    of directors of the not-for-profit corporation by warrant drawn
467    by the Chief Financial Officer from the State Treasury.
468          Section 3. If any law amended by this act was also amended
469    by a law enacted at the 2003 Regular Session of the Legislature,
470    such laws shall be construed as if they had been enacted at the
471    same session of the Legislature, and full effect shall be given
472    to each if possible.
473          Section 4. This act shall take effect upon becoming a law.