N.Y. Public Authorities Law § 3405: Special powers of the corporation

§ 3405. Special powers of the corporation. In order to effectuate the

purposes of this title, the corporation shall have the following

additional powers, subject to this title, the civil practice law and

rules, the public health law, the mental hygiene law, the social

services law, the education law and any other applicable law or

regulation:

1. To operate, manage, superintend and control any health facility

under its jurisdiction and to repair, maintain and otherwise keep up any

such health facility; and to establish and collect fees, rentals, and

other charges for the sale, lease or sublease of any such health

facility, subject to the terms and conditions of any contract, lease,

sublease or other agreement with the county;

2. To provide health and medical services for the public directly or

by agreement or lease with any person, firm or private or public

corporation or association through or in the health facilities of the

corporation or otherwise and to make internal policies governing

admissions and health and medical services; and to establish and collect

fees and other charges for the provision of such health and medical

services; and to provide and maintain resident physician and intern

medical services; and to sponsor and conduct research, educational and

training programs;

3. To enter into contracts, leases, subleases and other agreements for

the purpose of affiliating with a medical college or related educational

agency or institution in conjunction with the corporation's health

facilities, which agreements may provide for the management, operation

and staffing of health facilities, the reconstruction, renovation or

addition to health facilities; the provision of necessary facilities,

utilities and services; and such other conditions or features necessary

and proper for such purpose and for the public health and general

welfare;

4. To determine the conditions under which a physician may be extended

the privilege of practicing within a health facility under the

jurisdiction of the corporation, and to promulgate reasonable internal

policies for the conduct of all persons, physicians and nurses within

such facility; and

5. (a) Except as otherwise provided in any applicable law or

regulation, to exercise and perform all or part of its purposes, powers,

duties, functions or activities through one or more subsidiary entities

owned or controlled wholly or in part by the corporation, which shall be

formed pursuant to the business corporation law, the limited liability

company law, or the not-for-profit corporation law, in each case subject

to all the limitations provided in this article.

(b) Any such subsidiary may be authorized to act as a general or

limited partner in a partnership or as a member of a limited liability

company, and enter into an arrangement calling for an initial and

subsequent payment by such subsidiary in consideration of an interest in

revenues or other contractual rights.

(c) An entity shall be deemed a subsidiary whenever and so long as (i)

more than half of any voting shares of such subsidiary are owned or held

by the corporation or (ii) a majority of the directors, trustees or

members of such subsidiary are designees of the corporation.

(d) The corporation may transfer to any subsidiary entity any monies,

real or personal or mixed property in order to carry out the purposes of

this title, subject to the rights of the holders of any bonds of the

corporation.

(e) Any subsidiary which provides health care services previously

provided by the county and transferred by the corporation to the

subsidiary shall comply with and be subject to subdivision nine of this

section and subdivisions seven through ten inclusive of section

thirty-four hundred two, sections thirty-four hundred ten, thirty-four

hundred sixteen, thirty-four hundred seventeen and thirty-four hundred

eighteen of this title as applicable. The transfer of any monies, real

or personal or mixed property to a subsidiary shall be governed by any

restrictions or limitations as the county may establish in the agreement

between the county and the corporation as described in subdivision two

of section thirty-four hundred six of this title.

(f) Any material change in the operation of a health facility that

occurs pursuant to a transfer or agreement between the corporation and

any of its subsidiaries shall require the board of such corporation or

subsidiary to provide written notice of such transfer or agreement to

the county executive and majority leader and minority leader of the

county legislature within seven days of such transfer.

6. To contract with the county for related public health services to

be determined by the county and the corporation.

7. To negotiate and make any payments in lieu of taxes with any

political subdivision where the corporation holds real estate.

8. To contract with the county to provide, in whole or in part, health

care services, and to operate facilities and programs which provide

health care services.

9. To provide uncompensated care to persons in need of health care

services without the ability to pay.

10. (a) In carrying out its health care purposes through the exercise

of the special powers exercised pursuant to this section and the general

powers exercised pursuant to section thirty-four hundred four of this

title, the corporation is authorized to engage in arrangements,

contracts, information sharing and other collaborative activities with

public or private entities and individuals irrespective of the

competitive consequences of these activities and notwithstanding that

these activities may have the effect of displacing competition in the

provision of hospital, physician, or other health care-related services.

These collaborative activities may include without limitation: joint

ventures; joint negotiations with physicians, hospitals and payors,

whether such negotiations result in separate or combined agreements;

leases; and/or agreements which involve delivery system network creation

and operation, provided that, the corporation shall exercise state

oversight by determining whether particular collaborations with public

or private entities and individuals further the interests of the state

as set forth in this subdivision and in subdivision three of section

thirty-four hundred one of this title. In undertaking these

collaborative activities, the corporation and the public or private

entities and individuals with which it collaborates shall be immunized

from liability under the federal and state antitrust laws.

(b) Notwithstanding the provisions of this section, the corporation

and its collaborators shall remain subject to generally applicable

provisions of the public health law and regulations thereunder. In

addition, the corporation shall file an annual report with the state

department of health, as additional state oversight, concerning the

impact of the collaborations authorized under this section on the

advantages and disadvantages identified by the department of health in

its request for applications for HEAL NY Phase 21, entitled

"Restructuring Initiatives in Medicaid Redesign," and concerning the

impact on reimbursement to the corporation's facilities by managed care

organizations with respect to commercial plan members, including the

extent to which rates have been negotiated that more fairly compensate

the corporation's facilities for the cost of providing services to

commercial enrollees, without cross-subsidy from medicaid or other

governmental programs. In response to the report, the department of

health shall have sixty days after the report has been filed to request,

in writing, that the corporation make changes to its policies to ensure

that the collaborations authorized under this section further the

interests of the state.