Senate Bill sb2390

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    Florida Senate - 2007                                  SB 2390

    By Senator Atwater





    25-1449-07

  1                      A bill to be entitled

  2         An act relating to public records and public

  3         meetings; creating an exemption from

  4         public-records and public-meetings requirements

  5         for certain information maintained by a

  6         hospital that is the sublessee of lands at the

  7         Boca Raton campus of Florida Atlantic

  8         University and for meetings of that hospital's

  9         board of directors; providing that material

10         submitted to the Auditor General, the Office of

11         Program Policy Analysis and Government

12         Accountability, and the State Board of

13         Education does not thereby lose its

14         confidential character; describing material to

15         which the public-records exemption applies;

16         providing a finding of public necessity;

17         providing for expiration of the exemption and

18         for its future review; providing a contingent

19         effective date.

20  

21  Be It Enacted by the Legislature of the State of Florida:

22  

23         Section 1.  (1)  Notwithstanding any other law to the

24  contrary, lessee Boca Raton Community Hospital, Inc., is a

25  private, not-for-profit entity and as such is not subject to

26  chapter 119, Florida Statutes, or s. 286.011, Florida

27  Statutes. In carrying out this section, the lessee and its

28  subsidiaries are not "agencies" within the meaning of s.

29  20.03(11), Florida Statutes. Proprietary confidential business

30  information of the lessee is confidential and exempt from the

31  provisions of s. 119.07(1), Florida Statutes, and s. 24(a),

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    Florida Senate - 2007                                  SB 2390
    25-1449-07




 1  Art. I of the State Constitution. However, the Auditor

 2  General, the Office of Program Policy Analysis and Government

 3  Accountability, and the State Board of Education, pursuant to

 4  their oversight and auditing functions, must be given access

 5  to all proprietary confidential business information upon

 6  request and without subpoena and must maintain the

 7  confidentiality of the information so received. As used in

 8  this section, the term "proprietary confidential business

 9  information" means information, regardless of its form or

10  characteristics, which is owned or controlled by the lessee or

11  its subsidiaries as private and the disclosure of which would

12  harm the business operations of the lessee or its

13  subsidiaries; has not been intentionally disclosed by the

14  lessee or its subsidiaries unless pursuant to law, an order of

15  a court or administrative body, a legislative proceeding

16  pursuant to s. 5, Art. III of the State Constitution, or a

17  private agreement that provides that the information may be

18  released to the public; and is information concerning:

19         (a)  Internal auditing controls and reports of internal

20  auditors;

21         (b)  Matters reasonably encompassed in privileged

22  attorney-client communications;

23         (c)  Contracts for managed-care arrangements, including

24  preferred provider organization contracts, health maintenance

25  organization contracts, and exclusive provider organization

26  contracts and any documents directly relating to the

27  negotiation, performance, and implementation of any such

28  contracts for managed-care arrangements;

29         (d)  Bids or other contractual data, banking records,

30  and credit agreements the disclosure of which would impair the

31  

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    Florida Senate - 2007                                  SB 2390
    25-1449-07




 1  efforts of the lessee or its subsidiaries to contract for

 2  goods or services on favorable terms;

 3         (e)  Information relating to private contractual data,

 4  the disclosure of which would impair the competitive interest

 5  of the provider of the information;

 6         (f)  Corporate officer and employee personnel

 7  information;

 8         (g)  Information relating to the proceedings and

 9  records of credentialing panels and committees and of the

10  governing board of the lessee or its subsidiaries relating to

11  credentialing;

12         (h)  Minutes of meetings of the governing board of the

13  lessee and its subsidiaries, except minutes of meetings open

14  to the public pursuant to subsection (2);

15         (i)  Information that reveals plans for marketing

16  services that the lessee or its subsidiaries reasonably expect

17  to be provided by competitors;

18         (j)  Trade secrets as defined in s. 688.002, Florida

19  Statutes, including:

20         1.  Information relating to methods of manufacture or

21  production, potential trade secrets, potentially patentable

22  materials, or proprietary information received, generated,

23  ascertained, or discovered during the course of research

24  conducted by the lessee or its subsidiaries; and

25         2.  Reimbursement methodologies or rates;

26         (k)  The identity of donors or prospective donors of

27  property who wish to remain anonymous or any information

28  identifying such donors or prospective donors. The anonymity

29  of these donors or prospective donors must be maintained in

30  the auditor's report; or

31  

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    Florida Senate - 2007                                  SB 2390
    25-1449-07




 1         (l)  Any information received by the lessee or its

 2  subsidiaries from an agency in this or another state or nation

 3  or the Federal Government which is otherwise exempt or

 4  confidential pursuant to the laws of this or another state or

 5  nation or pursuant to federal law.

 6  

 7  As used in this subsection, the term "managed care" means

 8  systems or techniques generally used by third-party payors or

 9  their agents to affect access to and control payment for

10  health care services. Managed-care techniques most often

11  include one or more of the following: prior, concurrent, and

12  retrospective review of the medical necessity and

13  appropriateness of services or site of services; contracts

14  with selected health care providers; financial incentives or

15  disincentives related to the use of specific providers,

16  services, or service sites; controlled access to and

17  coordination of services by a case manager; and payor efforts

18  to identify treatment alternatives and modify benefit

19  restrictions for high-cost patient care.

20         (2)  Notwithstanding anything to the contrary, the

21  appointment of the President or Chief Executive Officer of

22  Florida Atlantic University to the board of directors of Boca

23  Raton Community Hospital, Inc., does not subject the meetings

24  of the board of directors to s. 24, Art. I of the State

25  Constitution and s. 286.011, Florida Statutes. The portion of

26  a meeting of the board of directors of the lessee and of any

27  meetings of the subsidiaries of the lessee at which

28  information is presented or discussed which is confidential

29  and exempt under subsection (1) or which relates exclusively

30  to the operation and funding of the hospital, exclusive of the

31  academic medical programs, is closed to the public and exempt

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    Florida Senate - 2007                                  SB 2390
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 1  from s. 24(b), Art. I of the State Constitution and s.

 2  286.011, Florida Statutes. Any records generated during those

 3  portions of the board meetings which are closed to the public

 4  under this subsection, such as minutes, tape recordings,

 5  videotapes, transcriptions, or notes, are confidential and

 6  exempt from s. 24, Art. I of the State Constitution and s.

 7  119.07(1), Florida Statutes. The lessee of a hospital, under

 8  this section or any special act of the Legislature, operating

 9  under a lease shall not be construed to be "acting on behalf

10  of" the lessor as that term is used in statute unless the

11  lease document expressly provides to the contrary.

12         (3)  This section is subject to the Open Government

13  Sunset Review Act in accordance with s. 119.15, Florida

14  Statutes, and shall stand repealed on October 2, 2012, unless

15  reviewed and saved from repeal through reenactment by the

16  Legislature.

17         Section 2.  The Legislature finds that it is a public

18  necessity that information relating to the business activities

19  of Boca Raton Community Hospital, Inc., be made exempt from

20  public-records requirements and that the proceeds of meetings

21  of the hospital board of directors be made exempt from

22  public-meetings requirements. Notwithstanding the facts that

23  the hospital facility to be constructed and operated by the

24  lessee hospital is intended as a teaching hospital for an

25  academic medical program of the university and that Boca Raton

26  Community Hospital, Inc., is a not-for-profit entity,

27  proprietary information should remain confidential to keep

28  from placing the hospital at a competitive disadvantage with

29  respect to other hospitals operating in the same geographical

30  area.

31  

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    Florida Senate - 2007                                  SB 2390
    25-1449-07




 1         Section 3.  This act shall take effect July 1, 2007, if

 2  Senate Bill _____ or similar legislation requiring the

 3  sublease of lands located at the Boca Raton campus of Florida

 4  Atlantic University to Boca Raton Community Hospital, Inc.,

 5  for construction of a community-university affiliated teaching

 6  hospital is adopted at the same session, or an extension

 7  thereof, and becomes law.

 8  

 9            *****************************************

10                          SENATE SUMMARY

11    Provides that proprietary confidential business
      information of the Boca Raton Community Hospital, Inc., a
12    sublessee of lands at the Boca Raton campus of Florida
      Atlantic University, is not a public record, nor does it
13    become so when coming into the custody of the Auditor
      General, the Office of Program Policy Analysis and
14    Government Accountability, and the State Board of
      Education as part of those agencies' oversight of the
15    lease between the university and the hospital. Provides
      that meetings of the hospital's board of directors do not
16    become public meetings, notwithstanding that the
      President or Chief Executive Officer of Florida Atlantic
17    University will serve on that board.

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