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Session Law

2008

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Chapter 420 AN ACT ESTABLISHING THE GERIATRIC AUTHORITY OF MALDEN.

Be it enacted by the Senate and House of Representatives in General Court assembled, and by the authority of the same, as follows:

SECTION 1. There is hereby established the Geriatric Authority in the city of Malden, a body politic to be known as the authority, which shall lease, own, maintain and operate the McFadden Memorial Manor Nursing Home and other facilities which may be established by the authority in accordance with the powers conferred by this act. The exercise by the authority of the powers conferred by this act shall be deemed and held to be the performance of essential governmental functions.

SECTION 2. The authority shall consist of 7 members, one of whom shall be the director of public health in the city of Malden, one of whom shall be the director of human services in the city of Malden and 5 members who shall be appointed by the city council and shall serve for terms of 3 years. The initial authority shall be appointed as follows: 2 members shall serve for a term of 1 year; 2 members shall serve for a term of 2 years; and 1 member shall serve for a term of 3 years. Members may be removed from office by vote of the city council for cause. The authority shall hold at least 10 meetings in every calendar year and a majority of the members shall constitute a quorum for each meeting.

SECTION 3. The authority shall have the general management and control of the McFadden Memorial Manor Nursing Home and any branches thereof which have been or which may hereafter be established and of the expenditure of the money appropriated for the operation thereof. The authority may appoint an administrator with such assistant and subordinate officers and other employees as it may deem necessary or expedient. The authority shall have jurisdiction of its affairs and of the property under its control. The authority shall establish and enforce all necessary rules and regulations for the administration, admission, government and removal of residents in the McFadden Memorial Manor Nursing Home and any other such facility which it may control. The authority shall reimburse the city annually the amount of principal and interest paid by the city on bonds and notes issued by the city pursuant to section 10 after the effective date of this act.

SECTION 4. The members of the authority shall elect a chairman, a vice-chairman, secretary and treasurer who shall serve for a term of 1 year or until their successors are elected. The election shall be held annually during the month of July.

SECTION 5. The following standing committees shall be appointed by the chairman with the approval of the members: budget and finance; medical; personnel; social; and volunteer service. The chairman shall be a member ex-officio of all committees.

SECTION 6. The chairman shall preside at all meetings of the authority. He shall appoint the chairman of all standing and special committees and shall maintain general supervision over all the affairs of the authority. He shall, together with the treasurer, execute and deliver for, on behalf of and in the name of the authority, all instruments which may be required for the proper prosecution of its business. In the absence or inability of the chairman to perform his duties, his duties shall be performed by the vice-chairman. The secretary shall attend all meetings of the authority.
The treasurer shall have custody of the funds of the authority and shall keep and maintain complete records of all financial transactions and shall maintain a complete record of all accounts. The treasurer shall cause books to be kept containing a detailed account of all funds received and expended and shall make quarterly reports to the city controller of funds received and expended.

SECTION 7. The authority shall have the following powers and duties:
(a) To adopt a seal provided that the engraved or printed facsimile of such seal appearing on a bond, note or other instrument of the authority shall have the same effect as though such seal were impressed thereon.
(b) To sue and be sued, but only to the same extent and upon the same conditions as a non-profit organized pursuant to the General Laws.
(c) With its funds or with the appropriation of necessary funds by the city of Malden, to acquire within the city, by purchase, gift or eminent domain under chapter 79, chapter 79A or chapter 80A of the General Laws, or by lease or otherwise, any land or buildings or interests in land, air or water for the purposes of the authority and to plan, design, acquire, construct, reconstruct, improve, extend, equip, repair, maintain and operate geriatric facilities, which may include, but not be limited to, hospital, nursing home and sheltered living facilities, as such terms are defined in section 1 of chapter 121B of the General Laws and community facilities designed to meet the needs of the elderly, to acquire personal property necessary in connection with the foregoing and to lease geriatric facilities, either as lessee or lessor; provided, however, that lease agreements shall be subject to approval by vote of the city council of the city; and provided, further, that any major construction, reconstruction or extension, totaling $100,000 or more, not requiring the issuance of bonds or notes, shall be subject to approval by two-thirds vote of the city council; and provided, further, that any acquisition of real property shall be subject to approval of two-thirds vote of the city council.
(d) To dispose of any real or personal property of the authority which is no longer needed for its purposes by sale or otherwise provided that no real property shall be disposed of by the authority without approval of two-thirds vote of the city council.
(e) To maintain an office at such place or places within the city as it may determine necessary.
(f) To receive and apply any grants or gifts for its purposes.
(g) To make and enforce such rules and regulations for accomplishing the purposes of this act, as may, in the judgment of the authority, be necessary or desirable for the efficient operation of a geriatric facility or geriatric system within its jurisdiction, control and supervision.
(h) To issue temporary notes in the name and upon the full faith and credit of the authority in anticipation of revenue to be received from any source in an amount not to exceed $200,000 outstanding at any time and such greater amount as may be approved, from time to time, by a two-thirds vote of the city council; provided, however, that the aggregate amount of notes outstanding at any time under this section shall not exceed one-half of the authority's ordinary operating revenues of the previous fiscal year. The proceeds of such notes shall be used to pay current operating expenses only, but no purchaser of such notes shall be in any way responsible for the proper application of such proceeds. Each such loan shall be payable not later than 5 years from its date. Temporary notes issued under this clause for shorter periods than permitted hereby may be refunded by the issuance of other temporary notes maturing within the required period. Temporary notes may be issued pursuant to this clause by the chairman and the treasurer whenever they are so authorized by the authority, provided that the chairman and treasurer shall determine the form, interest rate and other details of such notes and shall sign such notes.
(i) To employ and fix the compensation of such consulting and other engineers, attorneys, accountants, construction and financial experts, superintendents, managers and other employees and agents as it may deem necessary or incidental to the performance of its duties and the execution of its powers under this act.
(j) When authorized by a vote of the city council, in its own name or in the name of the city, to enter into agreement with the federal government relative to the acceptance of grants or borrowing of funds for any project which the authority is authorized to undertake and containing such covenants, terms and conditions as the authority, with like approval, may deem desirable and pursuant to such agreement, to borrow funds from the federal government or from a qualified lender under a federally-funded, guaranteed or insured lending program, upon the security of its bonds, notes or other evidences of indebtedness and to secure the same by mortgages upon property held or to be held by it or by pledge of its revenues.
(k) To call upon the various departments, authorities, boards and commissions of the city for the purposes of assistance in making investigations and in effecting design, construction and operation of geriatric facilities provided that the authority shall arrange for payment for such services and expenses of the agencies in connection therewith.
(l) To organize and control the activities of such nonprofit corporations as may be necessary and appropriate to receive loans and grants from the federal or state government or from a nonprofit agency for the purposes of this act, provided that the trustees of such nonprofit corporations shall be the same people who hold office as members of the authority. The organization of any such nonprofit corporation shall require approval by two-thirds vote of the city council and any action of such nonprofit corporation, which if taken by the authority, would require approval under this act shall require like approval.
(m) To do all acts necessary or convenient to carry out the provisions of this act.

SECTION 8. Any bonds, notes or certificates of indebtedness of the authority, in the absence of an express recital to the contrary shall constitute negotiable instruments for all purposes. The instruments may be payable from the income of the authority or constitute a general obligation thereof, may be sold at not less than par at public or private sale, may mature at such time, may be secured in such manner, may provide for such rights and remedies upon their default, may contain such other covenants, terms and conditions not inconsistent with law, may be executed by such officers and may be issued with or without the corporate seal, all as may be authorized either by vote of the authority or by the officers to whom the power to determine any or all the matters has been expressly delegated by vote of the authority. The engraved or printed facsimile of the seal of the authority on its bonds, notes or certificates of indebtedness shall have the same validity and effect as if such seal were impressed thereon. Whenever a bond, note or certificate of indebtedness is required to bear the signatures; provided, that each officer whose facsimile signature appears on such instrument has, by a writing bearing his written signature and filed in the office of the secretary of the authority, authorized the officer whose written signature appears on such instrument to cause such facsimile to be placed thereon. The facsimile signature of any officer so engraved, printed or stamped thereon shall have the same validity and effect as his written signature. In case any officer whose signature or a facsimile thereof appears on any notes, bonds or coupons shall cease to be such officer before the delivery of such notes or bonds, such signature or facsimile shall nevertheless be valid and sufficient for all purposes as if he remained in office until such delivery.
The bonds, notes and certificates of indebtedness of the authority issued under this act including temporary notes issued under clause (i) of section 8, their transfer and the income therefrom, including any profit made on the sale thereof, shall at all times be free from taxation within the commonwealth. The bonds of the authority issued under this act shall be legal investments for the deposits and the income derived therefrom of savings banks, for the trust funds of trust companies, for the capital and other funds of insurance companies and for funds over which the commonwealth has exclusive control.

SECTION 9. The employment of an employee of the authority shall be included in the term “employment” as used in sections 1 to 11, inclusive, of chapter 151A of the General Laws and the authority is authorized to become liable for payments instead of contributions and otherwise to comply with the provisions of section 14 of said chapter 151A. Employees of the authority are hereby eligible to participate in the contributory retirement system under chapter 32 of the General Laws. Notwithstanding any general or special law or rule or regulation to the contrary, the authority shall be required to pay to the Malden retirement system quarterly in of each fiscal year, an amount of money equal to the quarterly total amount paid by the retirement system to retired employees of the McFadden Memorial Manor Nursing Home. Such payment shall be in lieu of any other payment, charge or assessment required of the authority pursuant to chapter 32 of the General Laws. As required by law, employee contributions shall be withheld from the wages of eligible employees and paid to the Malden Retirement system.

SECTION 10. For the purposes of this act, the city may issue bonds or notes to an amount not exceeding, in the aggregate, $10,000,000. Such bonds or notes shall bear on their face the words McFadden Memorial Manor Nursing Home Loan, Act of 2008. Each authorized issue shall constitute a separate loan, and such loans shall be paid in not more than 20 years from their dates of issuance. The limitation on indebtedness in section 10 of chapter 44 of the General Laws shall apply to any indebtedness incurred pursuant to this act. The proceeds of such bonds or notes shall be paid to the treasurer of the authority to be used for the purposes of this act, upon such terms and conditions as the city and the authority shall mutually agree.

SECTION 11. The city shall not assess any tax upon the geriatric facility, geriatric system or part thereof or upon the income therefrom. Nothing contained in this act shall exempt any lessee or person in possession of a geriatric facility or part thereof, or the property leased or possessed from taxes or assessments payable under the General Laws.

SECTION 12. This act shall be construed in all respects to meet constitutional requirements. If any provision is held invalid in any circumstances, such invalidity shall not affect any other provision or circumstance. In carrying out this act, all things shall be done which are necessary to meet constitutional requirements whether or not such things are otherwise required by statute.

SECTION 13. For the purpose of chapter 30B of the General Laws, the authority shall not be a municipal agency. For purposes of chapter 268A of the General Laws, the authority shall be a municipal agency and without limiting the power of the city council, to classify additional special municipal employees pursuant to said chapter 268A, each member of the authority and any person who performs professional services for the authority in a part-time, intermittent or consultant basis shall be considered a special municipal employee.

SECTION 14. Upon the passage of this act and the date transfer of licenses and possession of the premises from the city to the authority, the authority shall be absolved and released from any contractual obligations and claims as there may be against the McFadden Memorial Manor Nursing Home.

SECTION 15. This act shall take effect upon its passage.

Approved December 23, 2008


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