§ 4. New York city health and hospitals corporation. 1. A corporation,
to be known as the "New York city health and hospitals corporation," is
hereby created. Such corporation shall be a body corporate and politic
constituting a public benefit corporation. It shall be administered by a
board of directors consisting of sixteen members, constituted as
follows: five directors shall be the administrator, the commissioner
appointed by the mayor as chief administrative officer of the health
functions of the administration, the director of community mental health
services of the administration, the administrator of human resources of
the city, and the deputy mayor-city administrator of the city, or their
successors, all serving ex-officio; ten directors shall be appointed by
the mayor, five of whom shall be designated by the city council of the
city of New York; and the remaining director shall be the chief
executive officer of the corporation. Such chief executive officer shall
be chosen by the aforementioned fifteen directors from persons other
than themselves and shall serve at the pleasure of the board. The terms
of the ten directors first appointed by the mayor, other than those
serving ex-officio shall be as follows:

Two shall serve for terms of one year each, one of whom shall have
been designated by the city council;

Two shall serve for terms of two years each, one of whom shall have
been designated by the city council;

Two shall serve for terms of three years each, one of whom shall have
been designated by the city council;

Two shall serve for terms of four years each, one of whom shall have
been designated by the city council;

Two shall serve for terms of five years each, one of whom shall have
been designated by the city council;
thereafter their successors shall serve for terms of five years each.
The mayor shall fill any vacancy which may occur by reason of death,
resignation or otherwise in a manner consistent with the original
appointment. Directors may be removed by the mayor for cause, but not
without an opportunity to be heard.

2. The administrator of health services of the city shall be chairman
of the board of directors. He shall preside over all meetings of the
board and shall have such other duties as the directors may direct. The
vice-chairman, who shall be elected by the directors from among
themselves, shall preside over meetings of the board in the absence of
the chairman and shall have such other duties as the board may direct.

3. The powers of the corporation shall be vested in and exercised by
the board of directors at a meeting duly held at a time fixed by any
by-law adopted by the board, or at any duly adjourned meeting of such
meeting or at any meeting held upon reasonable notice to all of the
directors, or upon written waiver thereof, and a majority of the whole
number of directors shall constitute a quorum; provided, that neither
the business nor the powers of the corporation shall be transacted or
exercised except pursuant to the favorable vote of at least a majority
of the directors present at a meeting at which a quorum is in
attendance. The board may delegate to one or more of the directors,
officers, agents or employees of the corporation such powers and duties
as it may deem proper. For the purposes of this subdivision three,
"whole number" shall mean the total number of directors that the board
would have were there no vacancy in the office of a director.

4. The directors shall not be entitled to compensation for their
service but shall be reimbursed for actual and necessary expenses
incurred by them in the performance of their official duties. The
directors may engage in private employment or in a profession or
business, unless otherwise prohibited from doing so by virtue of holding
another public office, subject to the provisions of article eighteen of
the general municipal law. For the purposes of such article eighteen,
the corporation shall be a "municipality" and a director shall be a
"municipal officer".

5. The board shall hold an annual meeting.

6. Except as otherwise permitted or required by any federal or state
law, rule or regulation, the corporation shall receive direct payments,
including payments made by a social services district under title eleven
of article five of the social services law, and the New York state
medical assistance plan adopted thereunder, and other reimbursement
allowances whether as a "provider of services" in accordance with
federal law or otherwise, for the provision by the corporation of the
health and medical services for which such payments are made or by
reason of ownership by the corporation of a health facility rendering
the health and medical services for which such payments are made. For
the purpose of such title eleven, the corporation shall be an
"institution" supplying "medical assistance".

7. The fiscal year of the corporation shall be the same as that of the
city.

8. Notwithstanding any inconsistent provisions of this or any other
general, special or local law, no officer or employee of the state, or
of any civil division thereof, or of any public corporation, as defined
in the general corporation law, shall be deemed to have forfeited his
office or employment or any benefits provided under the retirement and
social security law or under any public retirement system maintained by
the state or by any of the civil divisions thereof by reason of being a
director, officer, employee or agent of the corporation.

9. The corporation shall keep each of its facilities and installations
open to inspection at all times by duly authorized representatives of
the board of social services of the state, the comptroller of the state,
the department of health of the state, the mayor, the director of
management and budget, the comptroller, the administration and such
other federal, state or city departments or agencies authorized by law
to so inspect; and each shall be provided access to all of the records,
reports, books, papers and accounts of the corporation and its
facilities and installations other than privileged medical matter.

10. The corporation shall hold annual public meetings, at least one in
each of the five boroughs, after due public notice, for purposes of
informing the public of the programs and plans of the corporation.

11. The corporation shall establish a community advisory board for
each of its hospitals to consider and advise the corporation and the
hospital upon matters concerning the development of any plans or
programs of the corporation, and may establish rules and regulations
with respect to such boards. The members of such advisory boards shall
be representatives of the community served by the hospital.
Notwithstanding any inconsistent provision of law, general, special or
local, no officer or employee of the state or of any civil division
thereof, shall be deemed to have forfeited or shall forfeit his office
or employment by reason of his acceptance of membership on such
community advisory board. No member of such board shall receive
compensation or allowance for services rendered on such board, except,
however, that members of community advisory boards may be reimbursed for
necessary expenses up to and including twenty-five dollars during a
calendar month by submitting a personal summary voucher.