CLEVELAND — Nearly a week after MetroHealth confirmed that a board of trustees member was stepping down, we are learning more about the reasons for his departure.
On Dec. 8, Terry Monnolly announced his resignation from the MetroHealth Board of Trustees, citing health reasons. The 74-year-old businessman had been on the board for 17 years and his term was scheduled to run until 2028.
But in an email sent by Monnolly to the MetroHealth Board of Trustees on November 30, he made it clear that he was also unhappy about the board's decision to terminate CEO Dr. Akram Boutros just over a month before Boutros' planned retirement.
MetroHealth shared Monnolly's email on Wednesday evening.
"I have been considering the Board's action on 11/21/2022," Monnolly wrote. "I disagree with the action that was taken on that date. It is my belief that the Board had authorized Dr. Boutros to take all actions that he took. To terminate him based on the belief that he would somehow take money from MetroHealth in the last month of his term, does not set well with me."
Boutros is claimed to have authorized more than $1.9 million in bonus payments to himself over a four-year period beginning in 2018, without disclosing those payments to MetroHealth's Board of Trustees.
Boutros believed the bonus payments fell in line with company policy, and has since filed a lawsuit against Metro's board accusing members of "wildly reckless, illegal, and damaging actions." Meanwhile, MetroHealth has retained an independent audit firm to review "the unauthorized bonuses" that were paid to the former CEO.
"My health is not the best and I do not want to be at odds with the Board," Monnolly closed. "I therefore tender my resignation from the Board, effective immediately."
In addition to providing Monnolly's resignation note, MetroHealth also released the following statement:
"At the November 21, 2022, MetroHealth Board of Trustees meeting, the eight board members in attendance unanimously voted to terminate the employment of Dr. Akram Boutros for cause. They acted after an investigation by outside counsel revealed that Dr. Boutros authorized nearly $2 million in supplemental bonuses for himself between 2018 and 2022, without disclosure to the Board, even though Dr. Boutros’ employment contract makes clear that the Board sets the CEO’s compensation.
Trustee Terry Monnolly did not attend the Board meeting on November 21. Nor did he attend three of the four previous meetings. He did not participate in the Board’s discussion and analysis of the investigative findings that provided the basis for its decision to terminate Dr. Boutros’ employment.
On November 28, Dr. Boutros filed suit naming The MetroHealth System and each member of the Board of Trustees, individually, as defendants. On November 30, Mr. Monnolly emailed the Board Chair, each member of the Board of Trustees and general counsel his resignation from the Board of Trustees, stating in part that he was ill and that he believed the Board “authorized everything Dr. Boutros did.”
With regards to the decision of November 21, the Board took the action necessary to protect the interests of MetroHealth. It carried out its fiduciary duty."
The auditors will release their report to new MetroHealth President and CEO Dr. Airica Steed and the Tucker Ellis Law firm, who conducted the investigation on Boutros commissioned by MetroHealth.
The investigation from attorney John McCaffrey of Tucker Ellis LLP claims Boutros' bonus payments came from self-assessments based on metrics he himself designed. Furthermore, the report further states the board did not delegate its own authority to authorize compensation and that Boutros did not disclose his metrics to the board, nor did he acknowledge the payments themselves "at other points in time in which such a disclosure would be relevant."
"This evidence, at a minimum, establishes the Board’s right to terminate Boutros's employment for Cause, as defined in the employment agreement," McCaffrey wrote. "And at worse, this evidence suggests that Boutros may face potential criminal liability for Ohio ethics violations, theft in office, and other related statutes."
Though he did self-report his actions to the Ohio Ethics Commission, Boutros has countered by alleging his firing was a case of "pure retaliation," telling 3News' Monica Robins he had acted as a "whistleblower" against the board when he accused them of illegally discussing candidates for his potential replacement outside of public meetings.
Last week, Cuyahoga County Council unanimously passed an amendment to its 2023 budget that places additional safeguards on taxpayer subsidies going to MetroHealth. The hospital system traditionally receives roughly $32 million a year from the county in 12 automatic monthly payments, but under the new parameters, only the first three will be automatic this year while Council must approve the final nine months on a quarterly basis.
3News' Tyler Carey contributed to this story