The University of North Carolina (UNC) is asking for East Carolina University and Vidant Medical Center’s longstanding agreement to be enforced by the Orange County Superior Court.
The agreement has allowed Vidant to receive funds from the state legislature which allows Brody School of Medicine to use Vidant as a teaching hospital instead of having to build a hospital of their own.
Last Friday, UNC and ECU filed for a temporary restraining order which would prevent the County and Vidant from changing the membership of the Vidant Medical Center (VMC) Board.
The temporary restraining order sent to The East Carolinian by UNC Associate Vice President for Media Relations Josh Ellis said the 2013 Affiliation Agreement “can only be amended in writing with the consent of UNC.”
On April 24, 2019, Vidant filed Articles of Amendment with NC Secretary of State, Elaine F. Marshall, which passed by a unanimous vote of the VMC Board and the County’s consent, but UNC was not consulted. This act changed the governance structure of the VMC Board and eliminated UNC’s appointment power, according to the restraining order.
The court decided the change in governance structures caused irreparable harm to UNC and ECU and “outweighs any possible harm caused by preserving in the status quo prior to filing the Articles of Amendment,” the restraining order said.
The court allowed the UNC and ECU a temporary restraining order, which will be in effect until June 3, to prevent a new member from being appointed to the VMC Board. Seat 5 is currently filled by a holdover member and an open seat, due to the resignation of a VMC Board member appointed by UNC, shall remain vacant, according to the restraining order.
A verified complaint, also provided by Ellis to The East Carolinian, said VMC Board changed their governance structure without the knowledge or consent of UNC, which is in violation of the longstanding affiliation agreement.
The partnership between Vidant and Brody School of Medicine has been beneficial to Pitt County and the surrounding counties due to the investments and funds provided to both institutions by the state legislature, the complaint said. The appointment of the Board governing Vidant has been shared between the County and UNC.
One-half of the members of the UNC Board of Governors are elected by the North Carolina House of Representatives and the state’s Senate, the complaint said. Vidant is a non-profit corporation.
According to the complaint, denying the UNC board contractual rights to appoint nine members to the VMC board is a violation of the 2013 agreement. The agreement states that nine of the 20 members of the board must be appointed by the UNC Board of Governors. The other 11 must be appointed by the County, one of which must be a Pitt County physician.
Under this agreement, the board consisted of 20 members appointed by the County, nine nominated by UNC prior to appointment, the complaint said.
The complaint said the 2013 agreement was an enforceable agreement between ECU, UNC, Vidant and the County and that the terms were definite, clear and precise so that no party could misunderstand them. By changing the governance structure of VMC Board, Vidant and the County have breached the terms of the agreement.
The UNC and ECU, ended the complaint by saying they wish the court would grant a temporary restraining order against Vidant to prevent them from taking any further action.
UNC is asking Vidant Medical Center’s leadership to take no further action due to the Brody-Vidant Affiliation agreement so the entities could discuss the impact of the affiliation agreement and their responsibilities to eastern North Carolina, according to a press release sent to The East Carolinian by Josh Ellis.
At this time UNC and ECU are requesting that Vidant make no changes to the VMC Board without their consent.
Thursday’s special-called ECU Board of Trustees meeting went into closed session over the topic, and it was decided for there to be no action taken at this time.
When asked for a statement by The East Carolinian, ECU’s press team said interviews are not being granted at this time due to pending litigation.