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BAKER,DONELSON 100 VISION DRIVE, SUITE 400 BEARMAN,CALDWELL 8R., BERKOWITZ,PC JACKSON, MISSISSIPPI 39211

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BAKER,DONELSON 100 VISION DRIVE, SUITE 400 BEARMAN,CALDWELL 8R., BERKOWITZ,PC JACKSON, MISSISSIPPI 39211 ONE EASTOVER CENTER BAKER,DONELSON 100 VISION DRIVE, SUITE 400 BEARMAN,CALDWELL 8r., BERKOWITZ,PC JACKSON, MISSISSIPPI 39211 P.O. BOX 14167 JACKSON, MISSISSIPPI 39236 PHONE: 601.361.2400 FAX: 601.351.2424 www.bakerdonelson.com J. SCOTT NEWTON, SHAREHOLDER Direct Dial: 601.351.8914 Direct Fax: 601.974.8914 E-Mail Address: [email protected] February 19, 2019 Via electronic mail Andrew Klein, Chairman Christopher Ure, Vice Chairman Ray T. Berry, Secretary/Treasurer Nancy W. Gregoire, Commissioner Stacy Angier, Commissioner Marie C. Waugh, Commissioner Broward Health Board of Commissioners Broward Health 1800 NW 49th Street Fort Lauderdale, FL 33309 Dear Commissioners: We are writing to you as members of the Board of Commissioners of Broward Health ("BH" or "NBHD")in order to address issues regarding the status of the engagement of our firm, Baker Donelson Bearman Caldwell and Berkowitz ("Baker Donelson"), as the Independent Review Organization ("IRO") under the August 31, 2015 Corporate Integrity Agreement("CIA") by and between the United States Department of Health and Human Services Office of Inspector General ("OIG") Office of Counsel to the Inspector General ("OCIG") and Broward Health.1 During a call on February 1, 2019, among BH's Interim Chief Compliance Officer ("CCO") Steve Forman, OCIG Senior Counsel and BH Monitor Laura Ellis, and two IRO team members, Ellis advised Forman that she had instructed the IRO to issue a "Supplemental Report" to BH and the OCIG on or before March 1, 2019. When Forman asked what the subject-matter of the I The IRO's work involves two primary areas, conducting an Arrangements Review, consisting of two components: an Arrangements Systems Review and an Arrangements Transactions Review, and preparing and issuing Reports regarding them. In conducting the reviews, our work essentially involves identifying, determining, testing, and reporting deficiencies with regard to BH's systems, processes, policies and procedures relating to the initiation, review, approval and tracking of Arrangements, Once reported, the goal is for BH to undertake corrective measures to ensure compliance with the federal health care programs. We have only made factual determinations in our Reports and have been careful to not issue a legal opinion because as an Independent Review Organization, we do not have an attorney-client relationship with BH and have not offered legal advice. Further, the IRO does not reach a determination as to whether a matter rises to the level of fraudulent conduct or violation of law, and instead refers its findings to BH and OCIG for subsequent investigation and action. 4824-9645-6840v6 2935642-000001 02/19/2019 Broward Health Board of Commissioners February 19, 2019 Page 2 Supplemental Report involved, Ellis advised him and the IRO that it could not be disclosed until the Supplemental Report was issued. On the next business day, February 4, 2019, the IRO received an emailed letter signed by BH President & Chief Executive Officer ("CEO") Gino Santorio purportedly terminating the IRO engagement "effective immediately." The appearance of the purported retaliatory termination could result in serious consequences for the individuals involved. For reasons set forth below, Santorio clearly did not and does not have the authority to terminate the IRO. Rather, the authority rests exclusively with the BH Board of Commissioners and under the CIA, there is no independence, qualification, or work product basis for senior management taking what is, under the circumstances, an unprecedented act, I. BACKGROUND On Wednesday afternoon, January 23, 2019, two of the IRO team members spoke with Santorio and BH Chief Administrative Officer Alan Goldsmith. During the telephone call, we advised Santorio and Goldsmith that we intended to schedule individual meetings with the BH Board of Commissioners the following week. The next day, the IRO spoke with BH Executive Secretary of Corporate Compliance Jennifer Mosley in order to request that she schedule the meetings with the individual BH Commissioners for the upcoming week, starting on Tuesday, January 29, 2019 and ending on Wednesday, January 30, 2019. The IRO followed its long standing practice in contacting Mosley to facilitate the scheduling of the requested meetings. The IRO confirmed the verbal request by email to Mosley, with copy to Forman at 12:47 PM CST on Thursday, January 24, 2019. Before noon CST on Friday, January 25, 2019, Mosley had scheduled the meetings with the Commissioners and sent the IRO an email confirming the scheduled meetings. On Friday afternoon, the IRO also confirmed by email to Forman, with copy to Ellis, the scheduled meetings provided to us by Mosley, and notified Forman that we had inadvertently left off BH Chairman Andrew Klein's name from the meeting list and asked that he be included in the schedule. The IRO also spoke with Ellis on Friday afternoon to discuss the scheduled meetings between the IRO and individual Commissioners and a proposed upcoming call with Foiizlan regarding the Fourth Reporting Period plan. Forman responded Friday evening after business hours by cancelling and supposedly postponing the IRO's scheduled meetings with the Commissioners. In addition, Forman asked the IRO to provide in advance an explanation of the IRO's purpose of the meeting with the Commissioners and a proposed agenda. Due to the IRO viewing meetings with Commissioners as being for informational purposes and to answer questions regarding compliance issues, the IRO has never provided in advance an explanation of the IRO's purpose of a meeting with the Commissioners or a proposed agenda. In fact, we viewed the request as inappropriate. Thereafter, we responded to Forman that the meetings had been scheduled and the IRO viewed the ability of the Commissioners and the IRO to have open and non-restricted access as critical in exercising and fulfilling our respective duties and obligations under the CIA. The IRO indicated we would be available and in Fort Lauderdale, Florida, to meet with any of the Commissioners who were available, On Saturday morning, the meetings were rescheduled and the IRO received a confirmatory email from BH Board Secretary Patricia Alfaro on Monday, January 28, 2019. The IRO met with each Commissioner individually on Tuesday, January 29, 2019 and Wednesday, January 30, 2019, as originally 4824-9645-6840v6 2935642-00000102/19/2019 Broward Health Board of Commissioners February 19, 2019 Page 3 scheduled. That notwithstanding, the IRO viewed Forman's efforts to demand the purpose of and an agenda for the meetings as well as attempting to deny the IRO access to the Commissioners and alternatively, the Commissioners access to the IRO, as wholly inappropriate, Copies of the email exchanges are attached, On Friday afternoon, February 1, 2019, at the request of Steve Forman,2 two of the members the IRO team participated in a telephone conference with Forman and Ellis. The purpose of the call was to discuss the timing for the IRO's upcoming work during the Fourth Reporting Period, the timing for BH's completion of corrective actions related to deficiencies presented by the IRO in its Reports for the Third Reporting Period and related breaches of the CIA identified by Ellis in her January 10, 2019 letter. A copy of Ellis' letter to Forman is attached and addressed in more detail below? Ellis' letter was not simultaneously produced to the members of the BH Board of Commissioners, creating the appearance that it was "selectively produced" to them. Interestingly, Ellis letter was not discussed, twenty days after its receipt, at the January 30, 2019 BH Board of Commissioners Board meeting. During the February 1, 2019 call, Ellis informed Forman that she had instructed the IRO to prepare a "Supplemental Report" to be delivered to BH and the OCIG on or before March 1, 2019. When Forman asked what the subject-matter of the Supplemental Report involved, Ellis advised him and the IRO that it could not be disclosed until the Supplemental Report was issued. On the morning of the following work day, Monday, February 4, 2019, the IRO received an emailed letter signed by Santorio purportedly terminating the IRO engagement "effective immediately." A copy of Santorio's letter is attached.4 The letter followed an earlier mid- morning February 4, 2019 telephone call from Santorio to Baker Donelson shareholder and IRO team member Scott Newton in which the purported termination was discussed. Santorio and Newton disagreed whether the purported termination of the IRO was an operational or Board matter. Santorio stated that because the original engagement letter was executed by former BH President & CEO Dr. Nabil El Sanadi and merely approved by the Board as to funding, he had the authority to make the decision. Santorio added that BH Interim General Counsel ("GC") Gabe Imperato5 and Forman had advised him and supported taking the action against the IRO. Newton asked Santorio whether anyone at BH or he had any issues with the IRO's independence, qualifications, or work product, particularly considering the IRO's findings in its November 2018 Reports for the Third Reporting Period had been acknowledged and accepted by BH in its December 2018 Response to OCIG. Santorio responded that, with the exception of "one Commissioner," no one at BH nor he, had any issues regarding the IRO's independence, to the 2 Forman is a Senior Vice President with Strategic Management Services, LLC. Apparently unbeknownst other Commissioners, BH Chairman of the Board Andrew Klein invited a representative of Strategic Management Services, LLC to make a proposal at a BH meeting on or about September 26, 2018 with the idea that they could serve in an advisory capacity to the Board of Commissioners. With the resignation of BH's then-CCO Nick Hadfield on October 31, 2018, Forman was subsequently hired as Interim CCO. 3 Ellis granted to Broward Health an extension until February 17, 2019 to respond to her letter.
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