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The tension at Palomar Health’s board of directors meeting on Nov. 13 was so thick, you could cut it with a knife.
Yelling, interrupting and criticism ensued between the board members of Palomar Health. It was so intense, they had to take a short break in the middle of the meeting for everyone to calm down.
Two board members were up for votes of no confidence for giving comments to local news outlets, including ours. One of them was the subject of a vote of no confidence a few months ago for a similar “violation,” and the other filed a lawsuit against Palomar Health earlier this month on First Amendment grounds.
But this bad blood between Palomar Health’s executives and a select few of its board members didn’t happen overnight – the tension has been building for years.
Palomar Health is a public health care district that operates Palomar Medical Centers in Escondido and Poway.
Public health care districts are a form of local government called special districts, meaning they are independent from city and county governments. And they are governed by a board of directors elected by the public.
For years, Palomar’s board of directors has almost always been split when it comes to voting. The voting pattern is typically five board members against the same two board members – John Clark and Laurie Edwards-Tate.
Clark told Voice in 2022 that there have been hundreds of board votes over the past few years that have gone this way in what he said is an effort by some board members to align themselves with Palomar Health CEO Diane Hansen.
It was a similar voting structure when Palomar’s board decided in 2021 to abruptly switch the medical group that provides Palomar Health’s physicians and other staff, resulting in major backlash from Palomar’s doctors and nurses who protested and took a vote of no confidence in the hospital’s executive leadership.
And when it came time for board elections in 2022, several of Palomar Health’s top executives, including its then chief operating officer, chief financial officer and then chief administrative officer, as well as the founder of the new medical group Palomar had just signed a contract with, contributed tens of thousands of dollars to the campaigns of specific board members. They did not contribute anything to Clark or Edwards-Tate’s campaigns.
It was also the same voting structure when Palomar’s board voted for financial reports to be presented to the board and to the public on a quarterly basis, rather than the previous monthly financial reports, despite Palomar’s declining financial position.
And it was the same 5-2 vote on Nov. 13 when the board decided to allow Palomar’s executive team to explore bringing in an outside private health care management company that would appoint a separate board of health care experts to operate Palomar’s health care system, which would essentially change the role of Palomar’s elected board.
Hansen, herself, has admitted to having favorites on the board. She said in an interview with the Escondido Times-Advocate on July 14 that she has “seven total [board members], but five amazing board members who have been very supportive in all of the difficult decisions that we’ve had to make as an organization.”
Clark and Edwards-Tate are the two board members that were up for no-confidence votes at the Nov. 13 meeting.
Palomar Health officials told Clark he violated the health care district’s media policy and code of conduct after speaking to KPBS about Palomar Health’s controversial terms of use agreement on its website, which we first reported in September.
Experts told us that the terms of use were likely in violation of state laws, including the Brown Act and the California Public Records Act, since Palomar Health is a public health care district.
That’s specifically because of the agreement’s copyright clause, which said users could not copy, reproduce, republish, post, retransmit or distribute in any way any of the information or materials on the website without the prior written consent of Palomar Health.
That would include meeting agendas, meeting minutes, adopted budgets, financial reports and other public records.
KPBS picked up the story, which included a quote by Clark expressing his concern about the terms of use restricting public access to the website.
Since our story, Palomar Health has updated its agreement to allow public records to be copied or distributed.
The vote of no confidence in Clark passed 5-2, with Clark and Edwards-Tate opposed.
This isn’t the first time the board has taken a no-confidence vote in Clark, and, similar to this instance, it was because he spoke to the media.
Clark gave a comment to Voice of San Diego back in June when we wrote about Palomar Health’s declining financial position. In his comment, he said he had asked the board to allow financial reports to be presented monthly, not quarterly, because of Palomar’s fragile financial position, and he expressed his disappointment when the majority of the board voted against that.
“The comment I made was that I was disappointed that we altered the financial reporting from monthly to quarterly … where is the slander in that statement?” Clark said during the Nov. 13 meeting. “I was expressing myself as a publicly elected official, which I have every right to do.”
Hansen, though, condemned Clark for his comment to Voice in an interview with the Times-Advocate on July 14, calling him a “rogue board member.”
That was shortly after the board had already approved a no-confidence vote in Clark for that comment. It passed 5-2, with Clark and Edwards-Tate opposed.
Edwards-Tate was also up for a no-confidence vote at the Nov. 13 meeting because of a comment she gave to Voice expressing her concerns about the terms of use agreement being a barrier to public access.
Last month, Palomar Health’s attorneys told her that an investigation into her conduct had been recommended because she most likely violated Palomar’s media policy, duty of loyalty policy and code of conduct.
The investigation would determine if “sanctions and/or other remedies are warranted,” said a Notice of Action email she received from Palomar’s attorneys.
That prompted Edwards-Tate to file a lawsuit against Palomar Health on First Amendment grounds.
“It is hard to think of a more blatant infringement on First Amendment speech than the government telling a legislator they cannot tell their constituents they think a government policy is a bad one,” said Edwards-Tate’s attorneys in a press release.
The board voted to postpone the no-confidence vote in Edwards-Tate to a later board meeting after she pointed out that Palomar’s officials never gave her prior written notice of the upcoming no-confidence vote and failed to follow other necessary procedures.
Suppressing minority views is, by it’s nature, undemocratic.
We are living in a period of Democracy that is very troubling. Suppressing free speech so someone else can exert their power is damaging to the largest Democracy in world and is going down a road of the CCP, Iran and North Korea!