Tennessee Code Annotated

Title 7: Consolidated Governments and Local Governmental Functions and Entities

Chapter 57: Metropolitan Hospital Authorities

Part 5: Private Act Metropolitan Hospital Authorities

TCA 7-57-502: Powers granted.

(a) In addition to the powers granted to it by any private act of the general assembly, a private act metropolitan hospital authority has as supplemental and additional powers, all those powers of a hospital authority granted in:

(1) Section 7-57-301; provided, that no provision of that section pertaining to the relationship of a participating municipality to the operations of a metropolitan hospital authority shall limit or reduce any power that is granted to a private act metropolitan hospital authority by a private act of the general assembly; and

(2) Sections 7-57-302, 7-57-304, 7-57-305, and 7-57-310.

(b) In addition to powers otherwise granted by this part or any other public or private act of this state, or by any state regulation or federal law or regulation, and to the extent at the time not prohibited by the Constitution of Tennessee, a private act metropolitan hospital authority has, together with all powers incidental thereto or necessary to discharge the powers granted specifically in this part, the following powers:

(1) Participate as a shareholder in a corporation, as a joint venturer in a joint venture, as a general partner in a general partnership, as a limited partner in a limited partnership or a general partnership, as a member in a nonprofit corporation or as a member of any other lawful form of business organization, that provides hospital, medical or health care or engages in any activity supporting or related to the exercise of any power granted to a private act metropolitan hospital authority;

(2) Make or arrange for loans, contributions to capital and other debt and equity financing for the activities of any corporation of which such authority is the sole shareholder or sole member, and to guarantee loans and any other obligations for such purposes;

(3) Elect all or any of the members of the board of directors of any nonprofit corporation of which the private act metropolitan hospital authority is a member and has the power to so elect under the nonprofit corporation charter and bylaws;

(4) Create, establish, acquire, operate or support subsidiaries and affiliates, either for profit or nonprofit, to assist such private act metropolitan hospital authority in fulfilling its purposes;

(5) Create, establish or support nonaffiliated for profit or nonprofit corporations or other lawful business organizations that operate and have as their purposes the furtherance of such private act metropolitan hospital authority's purposes;

(6) Without limiting the generality of subdivisions (b)(4) and (5), accomplish and facilitate the creation, establishment, acquisition, operation or support of any such subsidiary, affiliate, nonaffiliated corporation or other lawful business organization, by means of loans of funds, acquisition or transfer of assets, leases of real or personal property, gifts and grants of funds or guarantees of indebtedness of such subsidiaries, affiliates and nonaffiliated corporations;

(7) Indemnify any person, including for purposes of this subdivision (b)(7) such person's estate and personal representatives, made or threatened to be made a party to any action or proceeding, whether civil or criminal, by reason of the fact that that person is or was a board member or officer of such private act metropolitan hospital authority, or by reason of the fact that that person serves or served any other corporation or other entity or organization, whether for profit or not for profit, in any capacity at the request of the private act metropolitan hospital authority, against all judgments, fines, amounts paid in settlement and reasonable expenses, including, but not limited to, attorneys' fees actually and necessarily incurred, as a result of any such action or proceeding, or any appeal in an action or proceeding; provided, that nothing in this subdivision (b)(7) shall be construed as permitting indemnification of any person:

(A) In connection with any malpractice or health care liability action or proceeding arising out of or in any way connected with such person's professional practice;

(B) In connection with an action or proceeding by such private act metropolitan hospital authority in which a person is adjudged liable to such private act metropolitan hospital authority; or

(C) In connection with any other action or proceeding in which such person is adjudged liable on the basis that personal benefit was improperly received by such person;

(8) Make any other indemnification now or hereafter authorized by law;

(9) Exercise in any other county either within or without this state any power that may be exercised in the county in which the private act metropolitan hospital authority's principal hospital, medical and health care facilities and programs are located, notwithstanding any other statute to the contrary, whenever in the judgment of its board of trustees the operation of the hospital authority's hospital, medical and health care or program facilities, or the quality of medical or health care for its citizens in the county of its principal hospital operations shall be enhanced through economic interest in or contractual arrangements with hospital, medical and health care facilities or programs located outside the county; and

(10) Have and exercise all powers necessary or convenient to effect any or all the purposes for which a private act metropolitan hospital authority is organized.

(c) In the exercise of its powers, including, but not limited to, the powers in this section, any other provision of this part and of any other law, a private act metropolitan hospital authority may acquire, manage, lease, purchase, sell, contract for or otherwise participate solely or with others in the ownership or operation of hospital, medical or health program properties and facilities and properties, facilities, and programs supporting or relating thereto of any kind and nature whatsoever and in any form of ownership whenever the board of trustees in its discretion shall determine it is consistent with the purposes and policies of this part or any private act applicable to it, and may exercise such powers regardless of the competitive consequences of the exercise of such powers.

History: Acts 1995, ch. 119, SC 2; 2012, ch. 798, SC 1.