June 13, 1997
Mr. Timothy A. Fay
Labor Relations Specialist
New York State United Teachers
North Country Regional Office
200 Mullin Street, Suite 101
Watertown, NY 13601
The staff of the Committee on Open Government is authorized to issue advisory opinions. The ensuing staff advisory opinion is based solely upon the information presented in your correspondence.
Dear Mr. Fay:
As you are aware, I have received your letter of May 22 and the materials attached to it. The documentation pertains to the status under the Open Meetings Law of the Board of Trustees of the Jefferson-Lewis et. al. School Employees Healthcare Plan ("the Plan").
By way of background, the materials that you enclosed consist of a Municipal Cooperation Agreement to provide health benefits, and you indicated that health insurance is provided by means of the Plan to more than 9,000 persons in Jefferson and Lewis Counties. The Agreement indicates that the authority for the creation of the Plan is based on Articles 5-G of the General Municipal Law and 47 of the Insurance Law. The Agreement states that the Board of Trustees is the governing board of the Plan and is comprised of the "chief administrative officer of each Participant or his or her annually designated representative." A participant is a public educational organization organized under the Education Law and located within Jefferson-Lewis-Hamilton-Herkimer-Oneida Board of Cooperative Services. The Board is responsible for the management and administration of the Plan.
From my perspective, the meetings of the Board are subject to the Open Meetings Law. In this regard, I offer the following comments.
First, the Open Meetings Law pertains to meetings of public bodies, and §102(2) of that statute defines the phrase "public body" to include:
"...any entity for which a quorum is required in order to conduct public business and which consists of two or more members, performing a governmental function for the state or for an agency or department thereof, or for a public corporation as defined in section sixty-six of the general construction law, or committee or subcommittee or other similar body of such public body."
By viewing the definition in terms of its components, I believe that the Board of Trustees possesses each of the characteristics necessary to conclude that it constitutes a public body. The governing board is an entity consisting of at least two members; currently it appears to consist of sixteen. Section 6 of the Agreement indicates that a quorum is required to transact business and that an affirmative vote of the majority of the "full board" is required to approve actions of the Board.
In my opinion, the Board conducts public business in accordance with the authority conferred by Articles 5-G of the General Municipal Law and 47 of the Insurance Law. With respect to the former, §119-o(1) of the General Municipal states in relevant part that:
"In addition to any other general or special powers vested in municipal corporations and districts for the performance of their respective functions, powers or duties on an individual, cooperative, joint or contract basis, municipal corporations and districts shall have the power to enter into, amend, cancel and terminate agreements for the performance among themselves or one for the other of their respective functions, powers and duties on a cooperative or contract basis or for the provision of a joint service..."
In Article 47 of the Insurance Law, §4701(a) states that:
"Cooperative health risk-sharing agreements allow public entities to: share, in whole or part, the costs of self-funding employee health benefit plans; provide municipal corporations, school districts and other public employers with an alternative approach to stabilize health claim costs; lower per unit administration costs; and enhance negotiating power with health providers by spreading such costs among a larger pool of risks."
Further, subdivision (e) and (f) of §4702 respectively provide as follows:
"(e) 'Municipal cooperative health benefit plan' or 'plan' means any plan established or maintained by two or more municipal corporations pursuant to a municipal cooperation agreement for the purpose of providing medical, surgical or hospital services to employees or retirees of such municipal corporations and to the dependents of such employees or retirees.
(f) 'Municipal corporation' means within the state of New York, a city with a population of less than one million or a county outside the city of New York, town, village, board of cooperative educational services, school district, a public library, as defined in section two hundred fifty-three of the education law, or district, as defined in section one hundred nineteen-n of the general municipal law."
Based on the foregoing, it is clear that the participants in the Plan have been given the legal authority to create such a Plan in furtherance of their official governmental functions, powers and duties. Consequently, it is clear that the Board conducts public business and performs a governmental function for a group of public corporations, i.e., school districts. In short, given the characteristics of the Board, again, I believe that it is a "public body" required to comply with the Open Meetings Law.
Lastly, the foregoing is not to suggest that the meetings of the Board of Trustees must be conducted in public in their entirety. As you are likely aware, every meeting of a public body is required to be preceded by notice given in accordance with §104 of the Open Meetings Law, and every meeting must be convened as an open meeting. Nevertheless, in view of the functions of the Board, it is likely that some aspects of its business could be conducted during validly convened executive sessions. For example, there may be instances in which the Board considers collective bargaining negotiations or the financial or medical history of a particular person. In those kinds of circumstances, executive sessions could likely be held pursuant to §105(1)(e) or (f) of the Open Meetings Law.
I hope that I have been of assistance.
Robert J. Freeman
cc: Jefferson-Lewis et. al. School Employees Health Care Plan