{
  "id": 11916166,
  "name": "HOSPITAL CORPORATION OF NORTH CAROLINA, INC. d/b/a DAVIS COMMUNITY HOSPITAL v. IREDELL COUNTY",
  "name_abbreviation": "Hospital Corp. of North Carolina, Inc. v. Iredell County",
  "decision_date": "1995-10-17",
  "docket_number": "No. COA94-1390",
  "first_page": "445",
  "last_page": "450",
  "citations": [
    {
      "type": "official",
      "cite": "120 N.C. App. 445"
    }
  ],
  "court": {
    "name_abbreviation": "N.C. Ct. App.",
    "id": 14983,
    "name": "North Carolina Court of Appeals"
  },
  "jurisdiction": {
    "id": 5,
    "name_long": "North Carolina",
    "name": "N.C."
  },
  "cites_to": [],
  "analysis": {
    "cardinality": 523,
    "char_count": 13390,
    "ocr_confidence": 0.744,
    "sha256": "7335b9f7435440aff30e584152b5c1cadc3eeb8570e7910e1d251ff8da03e2bd",
    "simhash": "1:6f2da91035e9f550",
    "word_count": 2084
  },
  "last_updated": "2023-07-14T16:17:04.771230+00:00",
  "provenance": {
    "date_added": "2019-08-29",
    "source": "Harvard",
    "batch": "2018"
  },
  "casebody": {
    "judges": [
      "Judge McGEE concurs.",
      "Judge WYNN concurs with separate opinion."
    ],
    "parties": [
      "HOSPITAL CORPORATION OF NORTH CAROLINA, INC. d/b/a DAVIS COMMUNITY HOSPITAL v. IREDELL COUNTY"
    ],
    "opinions": [
      {
        "text": "GREENE, Judge.\nIredell County (defendant) appeals from the trial court\u2019s order entering summary judgment in favor of Hospital Corporation of North Carolina, Inc. d/b/a Davis Community Hospital (plaintiff) which restrained defendant from transferring the management of its home health agency until defendant complied with certain notice requirements.\nThe evidence shows that defendant owns and operates the Iredell County Home Health Agency (Home Health), which provides \u201chome health care for persons needing medical assistance in their homes and hospitals.\u201d Defendant\u2019s organizational chart places Home Health under the Board of Health within the Iredell County Health Department. It is undisputed that Home Health operates pursuant to a license issued by the North Carolina Department of Human Resources, and that Home Health is not required to have a Certificate of Need, pursuant to Article 9 of Chapter 131E of the North Carolina General Statutes.\nOn 7 June 1994, the \u201cIredell County Board of Commissioners voted to transfer the management of the Iredell Home Health Agency to Iredell Memorial Hospital, Inc.,\u201d (Iredell) which is a non-profit hospital where a \u201cmajority of the voting members of the Board of Directors . .. are not appointed by\u201d defendant. Thereafter, on 10 June 1994, plaintiffs, a for-profit hospital in competition with Iredell, sued defendants, seeking a temporary restraining order and a permanent restraining order, until defendants comply with notice requirements set forth in N.C. Gen. Stat. \u00a7 131E-13(d), the Municipal Hospital Act (the Act). The trial court entered a temporary restraining order on 10 June 1994, which the parties agreed by consent order should remain in effect until the matter could be heard. On 19 July 1994, the Board of Commissioners \u201cadopted a resolution approving the transfer of the management of [Home Health] and lease of space and equipment to Iredell Memorial Hospital, Inc., subject to dissolution of the Restraining Order pending in this matter.\u201d The agreement which the Board of Commissioners approved provides that Iredell, as consideration for the contract, will eliminate a county subsidy to Home Health, pay $200,000, and lease the office space, within which Home Health currently operates, as well as all of the personal property of Home Health, from defendant in exchange \u201cfor the Transfer of operating rights and responsibilities.\u201d This transfer includes Home Health\u2019s license and provider number. Upon Iredell\u2019s breach of any terms of the contract, including requirements that Iredell provide indiscriminate care to all members of the County and provide indigent care, defendant may resume operation of the management of Home Health.\nOn 22 August 1994, the trial court entered summary judgment in favor of plaintiffs, and ordered that the transfer of the management of Home Health should be permanently restrained until defendant complies with the notice provisions in N.C. Gen. Stat. \u00a7 131E-13(d).\nThe issues are whether (I) a home health agency is a \u201chospital facility\u201d as defined by N.C. Gen. Stat. \u00a7 131E-6(4) and if so, whether (II) the transfer of Home Health\u2019s management in this case was a lease, sale or conveyance, requiring defendant\u2019s compliance with the notice requirements of N.C. Gen. Stat. \u00a7 131E-13(d), prior to the transfer.\nI\nPrior to \u201cleasing, selling, or conveying a hospital facility\u201d to either a \u201cfor profit corporation\u201d or a \u201cnonprofit corporation\u201d meeting the requiremerits of section 131E-14, a county which owns the facility must first comply with the requirements of section 131E-13(d). N.C.G.S. \u00a7 131E-13(d) (1994). In this case it is not disputed that Iredell is a section 131E-14 \u201cnonprofit corporation.\u201d The defendant argues that Home Health is not a \u201chospital facility\u201d within the meaning of the statute. We disagree.\nA \u201chospital facility\u201d is defined as\nany type of hospital; facility operated in connection with a hospital such as a clinic, including mental health clinics; nursing, convalescent, or rehabilitative facility; public health center; or any facility of a local health department. The term \u201chospital facility\u201d also includes related facilities such as laboratories, outpatient departments, housing and training facilities for nurses and other health care professionals, central service facilities operated in connection with hospitals, and all equipment necessary for its operation.\nN.C.G.S. \u00a7 131E-6(4) (1994) (emphasis added). In this case, it is not disputed and, in fact, the record reveals that Home Health is a part of defendant\u2019s local health department. The question, therefore, is whether Home Health is \u201ca facility\u201d of defendant\u2019s local health department.\nA facility is defined to include not only stmctures designed \u201cto facilitate some particular end\u201d but anything that \u201cpromotes the ease of any action, operation, transaction, or course of conduct.\u201d Webster\u2019s Third New International Dictionary 812 (1968); Black\u2019s Law Dictionary 591 (6th ed. 1990). In this case, the defendant agreed to transfer Home Health\u2019s license to Iredell as well as the office space and equipment. The transfer of the license vested Iredell with the \u201coperating rights and responsibilities\u201d and thus promoted or made it possible for it to provide the home health service to the people of Iredell County. It follows therefore that Home Health, consisting of a license, equipment and office space, is a hospital facility within the meaning of section 131E-13(d).\nFurthermore, the entire \u201cHealth Care Facilities and Services Act,\u201d codified as Chapter 13 IE, treats home health agencies as facilities. Article 6, which is the \u201cFacility Licensure Act\u201d includes home health care agencies as facilities requiring licensure. N.C.G.S. \u00a7 131E-135 (1994). Article 9, which sets forth certificate of need requirements, also specifically lists home health agencies as a \u201chealth service facility.\u201d N.C.G.S. \u00a7 131E-176(9b) (1994).\nFinally, the legislature obviously intended to foster competition with its adoption of section 131E-13(d) and we are not prepared to exclude home health agencies from its provisions in the absence of clear legislative language.\nII\nIn the alternative, the defendant argues that its contract with Iredell to transfer \u201cmanagement\u201d of Home Health is not a \u201clease, sale or conveyance\u201d requiring compliance with the notice provisions of N.C. Gen. Stat. \u00a7 131E-13(d) because the transfer only relates to the \u201cmanagement\u201d of Home Health. We disagree.\nA conveyance is \u201cone by which the right ... in a thing is transferred.\u201d Black\u2019s Law Dictionary 333 (6th ed. 1990). In this case the defendant transferred the right to operate Home Health to Iredell and in so doing made a conveyance within the meaning of the statute. The fact that the contract contained provisions relating to the operation of Home Health and permitted the defendant to terminate the contract upon noncompliance is not material to the issue presented. The controls retained by defendant are required by law, N.C.G.S. \u00a7\u00a7 131E-8(a), -13(a). In any event, in this case the lease of the office space, which was an integral part of the contract, qualifies the transfer as a lease within the meaning of section 131E-13(d).\nAccordingly, summary judgment in favor of plaintiffs was appropriate.\nAffirmed.\nJudge McGEE concurs.\nJudge WYNN concurs with separate opinion.",
        "type": "majority",
        "author": "GREENE, Judge."
      },
      {
        "text": "Judge Wynn\nconcurring with separate opinion.\nI agree with the majority that the home health agency in this case is a hospital facility within the meaning of N.C.G.S. \u00a7 131E-6(4) and further that the transfer of the agency was lease, sale or conveyance requiring notice requirements under N.C.G.S. \u00a7 131E-13(d). I write separately to address defendant\u2019s additional contentions in this case.\nN.C.G.S. \u00a7 131E-8(c) provides that a municipality may convey to a nonprofit corporation any rights of ownership that the municipality has in a hospital facility. In addition, this section requires that any such conveyance be approved on 10 days\u2019 public notice. N.C.G.S. \u00a7 131E-8(c).\nLikewise, N.C.G.S. \u00a7 131E-13(d) provides that a \u201cmunicipality . . . may lease, sell, or convey any hospital facility\u201d to a for-profit corporation. This section also requires that any such lease, sale, or conveyance follow certain procedures including notice and a public hearing.\nN.C.G.S. \u00a7 131E-14 provides that \u201c[i]f a municipality or hospital authority leases, sells, or conveys a hospital facility, or part, to a nonprofit corporation of which a majority of voting members of its governing body is not appointed or controlled by the municipality or hospital authority, the procedural requirements set forth in N.C.G.S. \u00a7 131E-13(d) shall apply.\u201d\nDefendant contends that N.C.G.S. \u00a7 131E-7(b) is controlling and thus, he does not have to comply with the notice requirements of N.C.G.S. \u00a7 131E-13(d). N.C.G.S. \u00a7 131E-7(b) authorizes a county to \u201ccontract with . . . any person, ... or nonprofit corporation or association for the provision of health care ...\u201d without complying with the notice provisions of N.C.G.S. \u00a7 131E-13(d).\nDefendant\u2019s contention is erroneous. Based on the facts in this case, N.C.G.S. \u00a7 \u00a7 131E-8 and 131E-I4 are directly on point. Iredell County proposes to convey and lease the Home Health Agency to Iredell Memorial. In consideration for the sum of $200,000 and the elimination of the county subsidy, Iredell Memorial would control the management, operations, and financial affairs of Home Health. Iredell Memorial would also lease the space used by the current Home Health Agency. This is both a lease and a conveyance. Furthermore, defendant does not point to any facts or cases which would support the contention that N.C.G.S. \u00a7 131E-7(e) regarding contracts rather than leases and conveyances should control.\nSecond, defendant maintains that Iredell County Home Health Agency is not a hospital facility because it has no particular physical location for providing clinical treatment to patients. Again, I find this argument to be without merit. N.C.G.S. \u00a7 131E-6(4) provides a very broad definition of hospital facility. The definition includes, \u201cany facility of a local health department. . . [and] includes related facilities such as laboratories, outpatient departments, housing and training facilities for nurses and other health care professionals, central service facilities operated in connection with hospitals, and all equipment necessary for its operation.\u201d Iredell Home Health has a facility mailing address, a facility site and is licensed by the Department of Human Resources, Division of Facility Services.\nThird, defendant contends that Iredell County proposes to transfer only the management and operation of the Home Health Agency and not \u201csell, lease, or convey\u201d the Home Health Agency. This is a distinction without substance. A transfer and a conveyance are synonymous in this case. For consideration of $200,000, Iredell County is proposing to transfer the management and operations of Iredell Health. In addition, they plan to lease its space, medical inventory, and office equipment. Under this proposal, Iredell Memorial would also assume all risks of financial loss from the operation of the Home Health Agency. Therefore, Iredell County is conveying a right and interest in property to Iredell Memorial.\nIn sum, under N.C.G.S. \u00a7\u00a7 131E-8 and 131E-14, the proposal at issue constituted a conveyance and lease of a hospital facility. Based on the foregoing reasons, the trial court did not commit reversible error by permanently restraining Iredell County Commissioners from conveying the county\u2019s home health agency without complying with the notice requirements of N.C.G.S. \u00a7 131E-13(d).",
        "type": "concurrence",
        "author": "Judge Wynn"
      }
    ],
    "attorneys": [
      "Homesley, Jones, Gaines & Fields, by T.C. Homesley, Jr., and Ragan Dudley, for plaintiff-appellee.",
      "Pope, McMillan, Gourley, Kutteh & Simon, P.A., by William P. Pope and Anthony J. Baker, for defendant-appellant."
    ],
    "corrections": "",
    "head_matter": "HOSPITAL CORPORATION OF NORTH CAROLINA, INC. d/b/a DAVIS COMMUNITY HOSPITAL v. IREDELL COUNTY\nNo. COA94-1390\n(Filed 17 October 1995)\n1. Hospitals and Medical Facilities or Institutions \u00a7 1 (NCI4th)\u2014 home health agency as \u201chospital facility\u201d\nDefendant county\u2019s home health agency was a \u201chospital facility\u201d as defined by N.C.G.S. \u00a7 131E-6(4) since it was an agency of defendant; it had a license, equipment, and office space; and the entire Health Care Facilities and Services Act treats home health agencies as facilities requiring licensure.\nAm Jur 2d, Hospitals and Asylums \u00a7\u00a7 1-4.\n2. Hospitals and Medical Facilities or Institutions \u00a7 2 (NCI4th)\u2014 transfer of home health agency \u2014 compliance with statutory notice requirements\nThere was no merit to defendant\u2019s contention that its contract to transfer \u201cmanagement\u201d of a home health agency was not a \u201clease, sale, or conveyance\u201d requiring compliance with the notice provisions of N.C.G.S. \u00a7 131E-13(d) because the transfer only related to \u201cmanagement\u201d of the agency, since defendant transferred the right to operate the agency and in so doing made a conveyance within the meaning of the statute, and the lease of office space, which was an integral part of the contract, qualified the transfer as a lease within the meaning of the statute.\nAm Jur 2d, Hospitals and Asylums \u00a7\u00a7 1-4.\nJudge Wynn concurring.\nAppeal by defendant from judgment entered 30 August 1994 in Iredell County Superior Court by Judge W. Steven Allen, Sr. Heard in the Court of Appeals 14 September 1995.\nHomesley, Jones, Gaines & Fields, by T.C. Homesley, Jr., and Ragan Dudley, for plaintiff-appellee.\nPope, McMillan, Gourley, Kutteh & Simon, P.A., by William P. Pope and Anthony J. Baker, for defendant-appellant."
  },
  "file_name": "0445-01",
  "first_page_order": 479,
  "last_page_order": 484
}