Hospital wants to dump municipal representation on its Board

By Pepper Parr

May 3rd, 2023



Most people probably do not know that the Joseph Brant Hospital is a non-profit corporation. You would’ realize that when you pay for parking over there.

There is an item in the agenda of the Corporate Services, Strategy, Risk & Accountability Standing Committee related to the governance of the hospital that recently completed a governance compliance review that proposed amendments to Joseph Brant Hospital Administrative By-laws one of which is to:

Approve the recommendation outlined in Appendix A to office of the city clerk report CL- 11-23, Briefing Note dated April 18, 2023 regarding a recent Ontario Not-for-Profit Corporations Act (ONCA) compliance exercise, and proposed amendments to Joseph Brant Hospital Administrative By-laws, one of which is to discontinue the Municipal Representative seat on the Joseph Hospital Board and adopt a practice of inviting the Joseph Brant Hospital Board Chair and Chief Executive Officer annually to a Council meeting to provide updates on the Hospital and its future directions.

Everything city Council does is expected to align with the Vision to Focus, which is the part of the Strategic Plan Council focuses on during its term of office.

The report presented to Council had the following two lines:

Alignment: Delete this line and the areas that do not apply.
Building more citizen engagement, community health and culture

The Hospital included Briefing notes on how and why they made the decision they made. The bulk of those notes are set out below. The full briefing note is available on the city web site.

A rendering of the hospital before the addition was completed. At that time the hospital was reaching out to the public for donations.

“As part of its By-law review, the OTF discussed the size and composition of the Board and independent Counsel recommended the Hospital contact the Ontario Hospital Association (OHA) on best practices related to the role of municipal representatives on skills-based Boards.

“With regard to the composition of the Board, which currently includes an appointed position of a Municipal Representative as well as ex-officio (non-voting) positions as stipulated within the Public Hospitals Act (Regulation 965), the Ontario Hospital Association (OHA) provided guidance that Hospitals have increasingly moved away from having ‘non-legislative’ positions on the Board as best practice to Boards that are resourced based on skills and to avoid any inherent or systemic conflicts that would arise from political appointees and special interest groups vis- a-vis the Board.

Eric Vandewall addressing a reception that was waiting for a provincial minister to show up and announce a large chunk of cash the province was handing over to the hospital.

“The OHA referenced the Guide to Good Governance which supports having a skills-based board as best practice. Further, with regards to ex-officio positions on the board from government or other such entities, the Board “should question why it has specific ex-officio positions and consider whether other actions might be more appropriate to maintain strong relationships”. The OHA noted in its Guide to Good Governance that “best practice in hospital governance is to recruit a skills-based board that is independent of any one interest group” and noted the inherent risk that ex-officio directors will have a greater potential for conflict.

He loves the hospital – does the hospital love him?

“More specifically, the OHA noted that “this is particularly evident where members of local government…feel a conflict between duty to the electorate and a duty to the hospital”. The OHA further noted that “it is important that a board be comprised of individuals with the skills, experience, qualities and diversity that are appropriate for the hospital’s mission, objectives and strategic directions”.

“The OHA had also confirmed that “the majority of Hospitals had some time ago shifted away from having Municipal, special interest groups and political appointees on Boards due to systemic conflicts.” This was done along with other considerations to ensure that these types of groups remain aligned with the hospital but not necessarily with a seat on the Board. The Board’s independent Counsel bolstered this view in the advice provided.

“Joseph Brant Hospital, as similar to other Ontario Hospitals, had historically had open memberships whereby members of the Community can purchase, for a nominal fee, a membership which would allow them to attend meetings and have a vote on hospital affairs.

“Over time, like most Ontario Hospitals, JBH became a closed membership whereby the Hospital Membership and the Board of Directors are the same. In his 2008 Annual Report, the Auditor General recognized “the challenging position in which ex-officio directors are placed when specific interests of the group they represent are in conflict with the hospital’s and the community’s best interest”. Once the Hospital moved away from open membership, some legacy ex-officio positions on the Board including the Hospital Foundation, the Hospital Auxiliary and Municipal Representative remained in the By- laws.

Interesting to note that the hospital met with the Mayor and ward 6 Councillor Angelo Bentivegna separately – six weeks apart.  Any idea why ?

The Board Chair, Randy Smallbone and Eric Vandewall President and CEO, met with Mayor Meed-Ward on February 3, 2023 to discuss discontinuation of the Municipal seat on the Hospital Board. On March 14, 2023, Board Chair Randy Smallbone and Eric Vandewall met Councilor Angelo Bentivegna to discuss discontinuation of the Municipal seat on the JBH Board.

Both Mayor Meed-Ward and Councillor Bentivegna appreciated the opportunity to hear from JBH in the regard, they understood the rationale and importance of best practices in governance, and both endorsed the hospital’s decision to proceed in this direction.

It was also agreed by both Mayor Meed-Ward and Councillor Bentivegna that based on the Board’s decision to update the Hospital By-law and discontinue the Municipal seat on the Board, that every effort will be made to ensure that the ongoing positive relationship between the Hospital and the City of Burlington continue.

Specifically, it was agreed that the City will invite the Hospital Board Chair and CEO on an annual basis to update Council on the hospital and its future directions. In addition, on a bi-annual basis, the Board Chair, Vice Chair and CEO will have a joint meeting with the Mayor and the Acting Deputy Mayor of Ceremonies and Emergencies to discuss any pertinent matters.

This is a story you might really want to comment on.

The Hospital is requesting a Motion of Endorsement from the City of the Burlington Council as follows:

THAT Council for the City of Burlington endorse the Joseph Brant Hospital Board of Directors decision to discontinue the Municipal Representative seat on the Hospital Board and THAT the Hospital commits to continuing its engagement and ongoing positive relationship with the City of Burlington.

Related news story:

Spectator tells the story about conditions at the hospital

Hospital CEO, Mayor and Councillor on the hospital board refuse to comment on what was a scathing report

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3 comments to Hospital wants to dump municipal representation on its Board

  • Blair Smith

    This is a most unfortunate direction but is consistent with a hospital administration that prefers fewer points of review and supervision that are beyond its control and represent community as opposed to specialized interests. I would argue that one of the most appreciated and valued of the “skills” that the Jo Brant Board recruited past and present was/is proficiency in fund raising and a resource rich network of contacts.

    This current direction, which is sadly endorsed by our Mayor, speaks to the hospital centric nature of our current health care system and its construct of virtually independent health care fiefdoms led by CEOs and administrators. The Ministry of Health and Long Term Care decision-makers support and reward this construct with the largely unintended consequence that patient care initiatives are buried in process and operational efficiencies. The OHA, like all self-regulating institutions exists to support and strengthen its specific interests. It is hardly surprising that it would recommend revised governance practices that reduce external review. It is hard to imagine how the OHA rationalizes its express belief that struggles can exist ” … where members of local government…feel a conflict between duty to the electorate and a duty to the hospital”. Isn’t there a common duty to both community and hospital where the best interests of the hospital are axiomatically in the best interests of the citizens?

    The OHA’s proposed alternative to municipal membership on hospital boards, annual reports to Council and semi-annual meetings with the Mayor and responsible Deputy Mayor, is really just window dressing. The first problem is that the reporting is retrospective with Council hearing what’s been done rather than having a true voice in hospital direction. There may be a Commisso-like strategic perspective – 10,00 feet with no landmarks below to measure progress and pace. But, forget the City having an actual voice in evaluating performance and setting approaches. It is ‘form over substance’ and not surprisingly quite acceptable to our Mayor who seems to prefer this particular governance behaviour.

  • Jake

    This doesn’t seem like a great idea considering the amount of money that Burlington tax payers give the hospital. JBH has also quietly got rid of their mask mandate, effective May 1. This is infuriating knowing that 1 in 10 people (not infections) will result in long covid and it will put our most vulnerable citizens at risk. (Imagine what this will do to the economy and healthcare moving forward.). yAs a JBHF donor, my money will be going elsewhere. I hope we heard from nurses, doctors, patients and staff working there. To say I’m disappointed is an understatement.

    • Lynn

      Agree. How does a hospital not err on the side of caution in a PANDEMIC? They follow politicians instead of science! JBH never even mandated proper N95 masks, even at the height of COVID they’d make you take off your N95 and put on a crappy paper one. It seems to me it’s all about money for JB – patient care? Transparency? Accountability? Absolutely not. Why is Vandewall STILL in this job??? It’s been way way too long. Imagine that Spec article coming out and he decides the people of Burlington don’t even deserve the respect of a proper and humble response to the article. Just like our politicians. The message we get is “we don’t care.”