Associate General Counsel – General Counsel – Healthcare Financial Services Building

• Associate General Counsel in Charleston Area Medical Center, Inc.’s (“CAMC”) Office of the General Counsel (“OGC”) preserve corporate assets, manage corporate risk, promote regulatory compliance and enhance operational efficiencies by providing legal representation and advice to the governing boards and management of CAMC and affiliates with respect to all legal matters including but not limited to those related to governance, corporate, tax, financing, contracts, claims and litigation, human resources, medical staff, statutes and regulations, and patient care. Responsibilities The Associate General Counsel works with the General Counsel and other Associate General Counsel and other OGC attorneys and staff to meet the legal needs of CAMC and affiliates. The Associate General Counsel will be assigned to be responsible for various subject matters including any of the following: Attends meetings of CAMC and affiliates’ governing boards and their committees as assigned by the General Counsel and advises and makes presentations to those bodies on legal issues. Assists the General Counsel with respect to the Corporate Secretary function of CAMC and its parent, and serves as assigned by the General Counsel as Corporate Secretary of other CAMC affiliates. Manages the CAMC Health System Liability Self
• Insurance Trust Fund with respect to professional and general liability claims and litigation, which currently carries a self-insured retention of $10 million per claim. The self-insured trust provides coverage for the liability of CAMC hospitals and hundreds of medical residents and employed physicians. Retains and supervises litigation counsel, attends mediations and settles claims and litigation with signature authority up to $100,000. Attends and participates in trials of professional and general liability cases. Reports claims data to excess carriers and answers relevant inquiries. Serves as a member of the CAMC Health System Insurance Committee which manages CAMC and affiliates’ insurance portfolio. Coordinates the prosecution and defense of legal actions brought by or against CAMC and affiliates. Reports claims to commercial insurance carriers for determination of coverage and works to maximize coverage and handles disputes with carriers. Prosecutes all collections litigation on behalf of CAMC and affiliates, including filing civil actions, placing liens, and negotiating settlements with debtors’ counsel. Counsels the Chief Medical Officer, the elected Medical Staff Officers, the Credentials Committee and the Medical Staff Executive Committee on all relevant issues including but not limited to Medical Staff Governing Documents and Procedures, Medical Staff appointment and privileges, disciplinary proceedings, and National Practitioner Data Bank reporting. Attends the open and executive session portion of CAMC Board of Trustees meetings and counsels the Board on action items related to Medical Staff functions. Counsels the Vice President for Human Resources and HR staff on legal issues relating to recruiting, employment, personnel, compensation, and benefits. Retains and supervises counsel and preserves insurance coverage with respect to employment claims and litigation. Maintains familiarity with CAMC and affiliates debt and financing instruments and structure and the numerous financing documents evidencing same. Serves as a member of the debt and financing team including the Chief Financial Officer and hospital and bond counsel engaged with respect to public and private financings. Prepares and presents to the governing bodies resolutions authorizing financings Reviews and or drafts all contracts proposed for execution on behalf of CAMC and affiliates. Prepares various form contracts for completion by authorized managers. Ensures that all contracts with referring providers comply with Stark regulations and the Anti
• Kickback statute. Serves as a member of the Referring Provider Compensation Committee and the Physician Recruitment and Planning Committee. Remains familiar and up-to-date on regulatory schemes relevant to CAMC and affiliates, and particularly federal and state health care regulations such as Stark, Anti
• Kickback, HIPPA, EMTALA, FEMLA, AWDA, NPDB, OHPA, 340
• B and others. Advises client representatives on various issues that arise under statutes and regulations. Represents CAMC and affiliates with respect to governmental investigations and attorney-asserted claims pursuant to regulations. Provides legal advice to caregivers, clinicians and hospital administration with respect to patient-related issues, including but not limited to informed consent, surrogate decision-making, withholding and withdrawing life sustaining treatment, nursing practice and documentation, adult and child protective services, and mental hygiene proceedings. Represents CAMC and affiliates with respect to the acquisition, disposition and leasing (as landlord or tenant) of real estate including medical office buildings, commercial and residential properties. Provides legal advice to Real Estate Operations with respect to regulatory requirements, particularly with respect to property transactions which include a referring provider as a party. Provides tax-related advice and when necessary engages outside tax counsel to address specific taxation issues. Provides advice designed to maintain and preserve the tax-exempt status of CAMC and affiliates. Reviews and participates in the preparation of each company’s Form 990 and other tax documents to ensure accurate information and adherence to tax-exemption best practices. Maintains corporate governing documents consistent with IRS requirements and provides advice on processes with tax-exemption implications, such as conflict of interest reporting. Reviews, revises and drafts internal policies related to operations, patient care, regulatory compliance and governance to satisfy regulatory and accreditation requirements and to manage risk. Serves on the CAMC Health System Policy and Procedure Committee. Represents CAMC and affiliates with respect to all types of corporate transactions, including acquisitions, mergers, consolidations, divestitures and joint ventures. Conducts due diligence examinations with respect to proposed transactions and negotiates and drafts documents such as confidentiality and non-disclosure agreements, asset acquisition agreements, affiliation agreements, and stock purchase agreements. Participates in closings of transactions and maintains documentation of transactions to facilitate provision of legal advice to client representatives. Provides legal advice and legal representation on miscellaneous other matters such as proposed legislation, clinical research, fundraising activities, physician practices and other matters relevant to the governance and operation of CAMC and affiliates. Knowledge, Skills & Abilities Patient Group Knowledge (Only applies to positions with direct patient contact) The employee must possess/obtain (by the end of the orientation period) and demonstrate the knowledge and skills necessary to provide developmentally appropriate assessment, treatment or care as defined by the department’s identified patient ages. Specifically the employee must be able to demonstrate competency in: 1) ability to obtain and interpret information in terms of patient needs; 2) knowledge of growth and development; and 3) understanding of the range of treatment needed by the patients. Competency Statement Must demonstrate competency through an initial orientation and ongoing competency validation to independently perform tasks and additional duties as specified in the job description and the unit/department specific competency checklist. Common Duties and Responsibilities (Essential duties common to all positions) 1. Maintain and document all applicable required education. 2. Demonstrate positive customer service and co-worker relations. 3. Comply with the company's attendance policy. 4. Participate in the continuous, quality improvement activities of the department and institution. 5. Perform work in a cost effective manner. 6. Perform work in accordance with all departmental pay practices and scheduling policies, including but not limited to, overtime, various shift work, and on-call situations. 7. Perform work in alignment with the overall mission and strategic plan of the organization. 8. Follow organizational and departmental policies and procedures, as applicable. 9. Perform related duties as assigned. Education • Doctorate Degree (Required)

Requires 8 years prior law firm and/or in-house legal practice with a strong preference for 4 or more years experience in health law, hospital representation and/or professional liability litigation Credentials • Attorney, Licensed (Required) Work

Days Status: Full Time Regular 1.0 Location: Healthcare Financial Services Building Location of Job: US:WV:Charleston Talent Acquisition Specialist: Guy S. Stewart guy.stewart@vandaliahealth.org