 |
 |
to fill out a simple form to connect to Employee Leasing Services in your area.
|
|
|
|
|
Hayes v. Northern Hills General Hospital3/10/1999
Hayes v. Northern Hills General Hospital, 1999 SD 28
South Dakota Supreme Court Appeal from the Eighth Judicial Circuit, Lawrence County, SD Hon. Scott C. Moses, Judge
Affirmed in part; Reversed in part
Argued Jan 14, 1999; Opinion Filed Mar 10, 1999
[ ] Doctor Hayes (Hayes) brought suit against medical center, hospital, his former fellow shareholders and partners and partnerships (collectively defendants) after his services for these entities were involuntarily terminated. Hayes alleged sixteen (16) different causes of action. The trial court bifurcated the legal and equitable claims. Hayes prevailed in the trial on the equitable claims. The defendants' then moved for summary judgment on the legal claims. The trial court granted the defendants' motion. Hayes appeals. We affirm in part and reverse in part.
FACTS AND PROCEDURE
[ ] Hayes is a physician currently practicing in Spearfish, South Dakota. He is the sole shareholder and director of Craig R. Hayes, M.D., P.C. (Hayes, P.C.). Black Hills Medical Center (BHMC) is a closely held South Dakota corporation. BHMC operates a medical clinic in Deadwood, South Dakota. Hayes was a shareholder and director of BHMC from inception in 1981 until his termination in July 1992. Canis Lupus (Lupus) and Northern Hills Medical Associates (NHMA) are partnerships affiliated with BHMC. Northern Hills Medical Associates, Inc. (NHMAI) is a closely held corporation affiliated with BHMC. Lupus, NHMA and NHMAI are engaged in the business of purchasing and leasing medical equipment and holding the real and personal property associated with BHMC. Hayes was one of the originating members of these entities. Drs. Ruth M. McLaughlin, Randall P. Graff, Thomas J. Groeger and Reuben B. Trinidad are shareholders, directors and partners of BHMC, Lupus, NHMA and NHMAI.
[ ] BHMC was formed in the early 1980's when Homestake Mining Company (Homestake) offered a group of doctors the opportunity to provide health care services to its employees, dependents of employees and retirees. BHMC was to provide these services at a capped cost.
[ ] Hayes, P.C. had a contract with BHMC to provide medical services. Under the contract, his services could be terminated without cause. Termination required an unanimous vote of the shareholders. Hayes had also entered into a Buy-Sell Agreement which provided that upon termination of his employment with BHMC, his ownership of stock and his control in BHMC, Lupus, NHMA and NHMAI would also terminate.
[ ] In June 1992, the shareholders along with BHMC's legal counsel held a clandestine meeting purposely excluding Hayes. The reason for the meeting was to find a means to remove Hayes from BHMC and its affiliates. Subsequently, the shareholders and BHMC called a meeting for July 2, 1992, including Hayes. The shareholders then confronted Hayes, voted to terminate the contract between BHMC and Hayes, P.C. and removed him from the ownership and management of BHMC and affiliated entities.
[ ] After his termination, Hayes attempted to continue his medical practice in Deadwood. He made arrangements with Northern Hills General Hospital (NHGH) to lease a portion of its facilities. Sixteen days after agreeing to the lease, NHGH decided not to lease the space to Hayes.
[ ] Hayes alleges that his termination from BHMC was accomplished without the contractually required sixty-day notice, without cause, without approval of the entire board of directors and in violation of the contract. He also alleges that all the named defendants acted to ensure that he would not be able to re-establish a medical practice in Deadwood. Hayes eventually ab
Page 1 2 3 4 5 6 7 8 9 South Dakota Employee Leasing Services
Employee Leasing Services
|
| |
to fill out a simple form to connect to Employee Leasing Services in your area.
|
|