Merger of Hospital Authorities

  1. Law
  2. Georgia Code
  3. Health
  4. Regulation and Construction of Hospitals and Other Health Care Facilities
  5. County and Municipal Hospital Authorities
  6. Merger of Hospital Authorities

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  1. A hospital authority activated for a county pursuant to Code Section 31-7-73 may be merged with a hospital authority activated for that county under Code Section 31-7-72 upon compliance with this Code section and approval by resolution of the governing authority of the county in which the authorities are located.A majority of the board of each such hospital authority must approve such merger by a resolution which is adopted by each such board and is filed with the department.That resolution shall set forth:
    1. The name of each hospital authority planning to merge and the name of the surviving hospital authority into which each plans to merge; and
    2. The terms and conditions of the planned merger.
  2. The merger authorized by subsection (a) of this Code section shall not become effective until the governing authority of the county of operation of the merging hospitals appoints the members of the board of the surviving hospital authority by proper resolution and files copies of such resolution with the department.The governing authority is not required but is authorized to appoint as a member of the surviving hospital authority any member of a hospital authority planning to merge.The board of the surviving hospital shall consist of not more than 15 members with initial appointments for such staggered terms as provided in the resolution of the county governing authority.Appointments to fill vacancies for either an unexpired or full term shall thereafter be filled as authorized for an authority under subsection (c) of Code Section 31-7-72.The surviving hospital authority shall be in all other respects a hospital authority created under Code Section 31-7-72.
  3. A county whose hospital authorities have merged under the authority of this Code section shall not thereafter be prohibited from activating a hospital authority under Code Section 31-7-73.
  4. When a merger under this Code section takes effect:
    1. Each hospital authority party to the merger merges into the surviving hospital authority and the separate existence of each such hospital authority except the surviving hospital authority ceases;
    2. The ownership of and authority to operate the hospitals owned by each hospital authority and the title to all real estate and other property owned by each hospital authority party to the merger is vested in the surviving hospital authority without reversion or impairment subject to any and all conditions to which the property was subject prior to the merger;
    3. The surviving hospital authority has all liabilities and obligations of each hospital authority party to the merger; and
    4. A proceeding pending against any hospital authority party to the merger may be continued as if the merger did not occur or the surviving hospital authority may be substituted in the proceeding for the hospital authority whose existence ceased.
  5. It is declared by the General Assembly of Georgia that in the exercise of the power specifically granted to them by this Code section, hospital authorities are acting pursuant to state policy and shall be immune from antitrust liability to the same degree and extent as enjoyed by the State of Georgia.

(Code 1981, §31-7-72.1, enacted by Ga. L. 1993, p. 1020, § 1.)

Code Commission notes.

- Pursuant to Code Section 28-9-5, in 1993, a comma was deleted preceding "the title" in paragraph (d)(2).

JUDICIAL DECISIONS

Antitrust actions.

- In O.C.G.A. §§ 31-7-71 and31-7-75, the Georgia legislature authorized hospital authorities (HA) power to acquire and lease hospitals to others, and must have anticipated the HA could reduce competition, so state-action immunity applied to defendant HA's acquisition of a second hospital and the HA's lease to another defendant, an entity the HA created, and plaintiff Federal Trade Commission's complaint under 15 U.S.C. § 18 properly failed; the 1993 enactment of O.C.G.A. § 31-7-72.1 to the Hospital Authorities Law, stating that hospital mergers by HAs were immune from antitrust liability did not mean the original law was enacted without an anticipation of anticompetitive effects. FTC v. Phoebe Putney Health Sys., 663 F.3d 1369 (11th Cir. 2011)(Unpublished).


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