Despite pleas from Mayo Clinic and Rochester Area Chamber of Commerce representatives to delay action, the Rochester City Council on Monday approved the articles of incorporation and bylaws needed to establish the public authority board for the Destination Medical Center plan.
Before the vote during the council's regular meeting, Kathleen Harrington, chairwoman of Mayo's Government Relations division, told the council that Mayo officials assumed they would have the opportunity to provide formal input. She admitted that it was a false assumption, but nevertheless pleaded with the council to hold off on adopting the incorporation documents.
"We were never asked for our input on the articles and bylaws, but we didn't ask either. We understand this has to be done swiftly... but we ask you to pause and have the conversations with the other stakeholders," she said, referring to Mayo, the governor's office and Olmsted County.
She said she wasn't asking for the chance to change the content of the documents, but just an opportunity for Mayo to discuss them with city, county and state officials.
Also, Harrington told the board that there are "some wounds to heal" between Mayo Clinic and the city regarding the way Mayo unveiled its 20-year, $6 billion, private-public expansion plan.
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In his request that the council delay the approval, Chamber President John Wade echoed Harrington's remarks.
"We know a tremendous amount of work has gone into this, and the city must be commended for the tireless efforts of yours and the administration. If this could have been done a little differently, we would have done some things differently. But the outcome is amazing," Wade said.
Articles of incorporation
Legislation passed this year requires Rochester to create the nonprofit DMC corporation by filing the articles of incorporation — the rules by which the new eight-member entity can operate — with the Minnesota Secretary of State's office.
To draw up the articles, the city attorney's office solicited the aid of Jennifer Reedstrom Bishop, a principal at Gray Plant Mooty in Minneapolis and a well-known expert in nonprofit corporation governance, said Rochester City Attorney Terry Adkins.
In addition to the articles, the council also approved a draft set of bylaws, which spell out the rules for how the group will manage itself. The DMCC will have a chance to review and amend the bylaws before final approval from the council.
The DMCC will include Rochester Mayor Ardell Brede, council member Ed Hruska, an Olmsted County commissioner, a Mayo Clinic representative and four people appointed by Gov. Mark Dayton. It will work with a new agency created by the clinic to shepherd DMC development projects. The city council will be the final authority for the projects, just as it is with any other development project in Rochester.
Discussion, vote
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The council voted 5-1 to approve the articles of incorporation and draft bylaws documents. Hruska was absent and councilwoman Sandra Means was the one nay vote.
"I'm very concerned about Ms. Harrington not having the opportunity to at least weigh in on it. As a major stakeholder, Mayo should have the ability to to have open dialogue about this," Means said.
But the other council members said the articles and bylaws can be amended at any time and they wanted to move the process forward. In doing that, they also adopted two amendments to the documents suggested by Rochester resident Barry Skolnick.
Concerned about transparency and community involvement, he suggested that all DMCC meetings take place in Rochester and that meeting agendas be posted along with meeting notifications.
"This is a starting point," councilman Michael Wojcik said before the vote. "There's two ways to engage our partners. One is behind closed doors... and another is through the public process. I never heard (from Harrington or Wade) that there is anything wrong with (the articles and bylaws). All I heard was a request to delay."
"This has been a long process, and all the groups are trying to take care of their concerns, councilman Mark Bilderback said. "That's admirable. Yeah, there was some tension; there probably still is and will be. But we need a start point, and this is it."
