MARIN HEALTHCARE DISTRICT

100B Drakes Landing Road, Suite 250, Greenbrae, CA 94904 Telephone: 415-464-2090 Fax: 415-464-2094
Website: www.marinhealthcare.org
SPECIAL MEETING AGENDA
Wednesday, June 30, 2010
12:01 am
Board of Directors Location:
Chair: Larry Bedard, M.D. Marin General Hospital, Library
Vice Chair: James Clever, M.D. 250 Bon Air Road
Secretary: Jennifer Rienks, Ph.D. Greenbrae, CA 94904
Directors: Sharon Jackson, MBA Staff:
Harris Simmonds, M.D. Lee Domanico, CEO
Maria Countouriotis, Exec. Ass’t.
Colin Coffey, District Counsel
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This is a Special Meeting of the Board of Directors of the Marin Healthcare District. By law, no items of business other than those on the agenda may be
considered by the Board of Directors at the Special Closed Meeting. Members of the public will have an opportunity to address the Board regarding only those
items listed on this agenda.

1. CALL TO ORDER Bedard

2. ANNOUNCEMENT OF PURPOSE OF SPECIAL MEETING Bedard
Members of the District Board are convening as the interim Board of Marin
General Hospital Corporation, pursuant to the Corporation’s Ninth Restated
Bylaws, in order to conduct the immediate post-transfer business of the
Corporation. This meeting of the MGHC Board will proceed through the
Corporation’s Agenda of action items for this meeting, incorporated below.
3. ROLL CALL Bedard
4. PUBLIC COMMENT ON MGHC BOARD AGENDA Bedard
5. MGHC BOARD ACTION ITEMS
A. Call to Order of Board of Directors of MGHC Pursuant to Ninth Restatement Bedard
of Bylaws, Election of Officers

B. Approve Transfer Agreements with District: Second Amendment of 1985 Coffey 5B

Lease; Management Agreement & Executive Management Team; Assignment,
Assumption and Reimbursement Agreement

C. Approve Certificate of Amendment of Articles of Incorporation of MGHC Coffey 5C

D. Approve Resolution re: Health Plan Loan Advances Domanico 5D

E. Approve Resolution re: Health Plan Services Agreements Domanico 5E

F. Approve Resolution re: Union Bank Term and Revolving Loan Agreements, Coffey
Security Agreements, First Draw Approvals, Workers Comp Letter of Credit

G. Accept Transfer of Corporate Membership of MGH Foundation, Approve Coffey 5G

Bylaws.

A copy of the agenda for the Special Meeting will be posted and distributed at least seventy-two (72) hours prior to the meeting.
American Sign Language Interpreters may be requested by calling (415) 464-2090 (voice) or (415) 464-2094 (facsimile) at least 48 hours in advance of this
meeting.
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 H. Approve Prima Medical Foundation Board Membership and Authorize Funding, Coffey
Adopt District (Camden Study) Physician Community Need Findings

I. Approve IT Back-Up Contingency Agreement with Sutter Health Domanico 5I

J. Approve PASC Accts Receivable Collection Agreement Domanico 5J

K. Approve Banking Resolutions re New Accounts Coffey 5K

L. Approve Resolution re: Signatory, Expenditure, Contract Execution, and Coffey 5L

Official Forms Authority of Senior Management

M. Additional Transfer, Transition, and related Approvals Coffey

N. Approval 10th Restated Bylaws as Approved by the General Member; approval Coffey 5N1,2,3
of Conflicts of Interest and Fiduciary Policies Approved by General Member

O. Approve Appointment of Members of Board of Directors and Resignation of Bedard 5O

this Interim Board

6. ADJOURNMENT Bedard

A copy of the agenda for the Special Meeting will be posted and distributed at least seventy-two (72) hours prior to the meeting.
American Sign Language Interpreters may be requested by calling (415) 464-2090 (voice) or (415) 464-2094 (facsimile) at least 48 hours in advance of this
meeting.
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