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Committee adopts amendment to let OHSU serve as corporate member by narrowing professional-corporation rules
Summary
Senate Rules Committee adopted dash amendments to House Bill 4179 that modify references in the Oregon Professional Corporations Act so OHSU may be a corporate member of a new entity; the committee voted to send the bill to the Senate floor with a do-pass recommendation.
The Senate Committee on Rules on March 3 adopted dash amendments to House Bill 4179 to allow Oregon Health & Science University to be a corporate member of a new entity by narrowing certain provisions of the Oregon Professional Corporations Act.
Committee legislative counsel Wenzel Cummings told members the dash-2 amendment replaces a statutory reference and removes two sections of the Professional Corporations Act — as applied in subsection 2 — so that entities such as OHSU would not be subject to the specified board makeup rules. "These two sections are simply about the makeup of the board, who can be directors on the board, who can be officers within the corporation, how they can be removed," Cummings said.
Committee members asked whether the change exempts the new entity from governance-structure requirements while leaving malfeasance or misconduct provisions intact. Cummings and Alice Capriel Comas of OHSU said the amendment focuses on board membership rules and does not eliminate accountability under statutes addressing misconduct; Comas said the intent is to permit OHSU, which is not itself a licensed clinician, to participate as the sole member of the new corporate entity.
After discussion, the committee recorded a roll call and adopted the amendment. Vice Chair moved the bill, as amended, to the Senate floor with a do-pass recommendation; Senator Manning was identified as the carrier to the floor.
The committee closed the work session on HB 4179 and proceeded to other agenda items.
