§ 3405 — Special powers of the corporation

§ 3405. Special powers of the corporation. In order to effectuate the\npurposes of this title, the corporation shall have the following\nadditional powers, subject to this title, the civil practice law and\nrules, the public health law, the mental hygiene law, the social\nservices law, the education law and any other applicable law or\nregulation:\n 1. To operate, manage, superintend and control any health facility\nunder its jurisdiction and to repair, maintain and otherwise keep up any\nsuch health facility; and to establish and collect fees, rentals, and\nother charges for the sale, lease or sublease of any such health\nfacility, subject to the terms and conditions of any contract, lease,\nsublease or other agreement with the county;\n 2. To provide health and medical services for the public directly or\nby agreement or lease with any person, firm or private or public\ncorporation or association through or in the health facilities of the\ncorporation or otherwise and to make internal policies governing\nadmissions and health and medical services; and to establish and collect\nfees and other charges for the provision of such health and medical\nservices; and to provide and maintain resident physician and intern\nmedical services; and to sponsor and conduct research, educational and\ntraining programs;\n 3. To enter into contracts, leases, subleases and other agreements for\nthe purpose of affiliating with a medical college or related educational\nagency or institution in conjunction with the corporation's health\nfacilities, which agreements may provide for the management, operation\nand staffing of health facilities, the reconstruction, renovation or\naddition to health facilities; the provision of necessary facilities,\nutilities and services; and such other conditions or features necessary\nand proper for such purpose and for the public health and general\nwelfare;\n 4. To determine the conditions under which a physician may be extended\nthe privilege of practicing within a health facility under the\njurisdiction of the corporation, and to promulgate reasonable internal\npolicies for the conduct of all persons, physicians and nurses within\nsuch facility; and\n 5. (a) Except as otherwise provided in any applicable law or\nregulation, to exercise and perform all or part of its purposes, powers,\nduties, functions or activities through one or more subsidiary entities\nowned or controlled wholly or in part by the corporation, which shall be\nformed pursuant to the business corporation law, the limited liability\ncompany law, or the not-for-profit corporation law, in each case subject\nto all the limitations provided in this article.\n (b) Any such subsidiary may be authorized to act as a general or\nlimited partner in a partnership or as a member of a limited liability\ncompany, and enter into an arrangement calling for an initial and\nsubsequent payment by such subsidiary in consideration of an interest in\nrevenues or other contractual rights.\n (c) An entity shall be deemed a subsidiary whenever and so long as (i)\nmore than half of any voting shares of such subsidiary are owned or held\nby the corporation or (ii) a majority of the directors, trustees or\nmembers of such subsidiary are designees of the corporation.\n (d) The corporation may transfer to any subsidiary entity any monies,\nreal or personal or mixed property in order to carry out the purposes of\nthis title, subject to the rights of the holders of any bonds of the\ncorporation.\n (e) Any subsidiary which provides health care services previously\nprovided by the county and transferred by the corporation to the\nsubsidiary shall comply with and be subject to subdivision nine of this\nsection and subdivisions seven through ten inclusive of section\nthirty-four hundred two, sections thirty-four hundred ten, thirty-four\nhundred sixteen, thirty-four hundred seventeen and thirty-four hundred\neighteen of this title as applicable. The transfer of any monies, real\nor personal or mixed property to a subsidiary shall be governed by any\nrestrictions or limitations as the county may establish in the agreement\nbetween the county and the corporation as described in subdivision two\nof section thirty-four hundred six of this title.\n (f) Any material change in the operation of a health facility that\noccurs pursuant to a transfer or agreement between the corporation and\nany of its subsidiaries shall require the board of such corporation or\nsubsidiary to provide written notice of such transfer or agreement to\nthe county executive and majority leader and minority leader of the\ncounty legislature within seven days of such transfer.\n 6. To contract with the county for related public health services to\nbe determined by the county and the corporation.\n 7. To negotiate and make any payments in lieu of taxes with any\npolitical subdivision where the corporation holds real estate.\n 8. To contract with the county to provide, in whole or in part, health\ncare services, and to operate facilities and programs which provide\nhealth care services.\n 9. To provide uncompensated care to persons in need of health care\nservices without the ability to pay.\n 10. (a) In carrying out its health care purposes through the exercise\nof the special powers exercised pursuant to this section and the general\npowers exercised pursuant to section thirty-four hundred four of this\ntitle, the corporation is authorized to engage in arrangements,\ncontracts, information sharing and other collaborative activities with\npublic or private entities and individuals irrespective of the\ncompetitive consequences of these activities and notwithstanding that\nthese activities may have the effect of displacing competition in the\nprovision of hospital, physician, or other health care-related services.\nThese collaborative activities may include without limitation: joint\nventures; joint negotiations with physicians, hospitals and payors,\nwhether such negotiations result in separate or combined agreements;\nleases; and/or agreements which involve delivery system network creation\nand operation, provided that, the corporation shall exercise state\noversight by determining whether particular collaborations with public\nor private entities and individuals further the interests of the state\nas set forth in this subdivision and in subdivision three of section\nthirty-four hundred one of this title. In undertaking these\ncollaborative activities, the corporation and the public or private\nentities and individuals with which it collaborates shall be immunized\nfrom liability under the federal and state antitrust laws.\n (b) Notwithstanding the provisions of this section, the corporation\nand its collaborators shall remain subject to generally applicable\nprovisions of the public health law and regulations thereunder. In\naddition, the corporation shall file an annual report with the state\ndepartment of health, as additional state oversight, concerning the\nimpact of the collaborations authorized under this section on the\nadvantages and disadvantages identified by the department of health in\nits request for applications for HEAL NY Phase 21, entitled\n"Restructuring Initiatives in Medicaid Redesign," and concerning the\nimpact on reimbursement to the corporation's facilities by managed care\norganizations with respect to commercial plan members, including the\nextent to which rates have been negotiated that more fairly compensate\nthe corporation's facilities for the cost of providing services to\ncommercial enrollees, without cross-subsidy from medicaid or other\ngovernmental programs. In response to the report, the department of\nhealth shall have sixty days after the report has been filed to request,\nin writing, that the corporation make changes to its policies to ensure\nthat the collaborations authorized under this section further the\ninterests of the state.\n