Exhibit
Book

Z

21

Page 91.

NEW HANOVER COUNTY BOARD OF COMMISSIONERS

RESOLUTION OF INTENT TO SELL

WHEREAS, New Hanover

County (

the " County")

owns certain hospital and other medical

facilities, including a public general acute- care hospital located within the County of New
Hanover, which is then leased to and operated by New Hanover Regional Medical Center, a North
Carolina nonprofit corporation, as a healthcare system serving the County and surrounding
communities ("

NHRMC");

and

WHEREAS, the New Hanover County Board of Commissioners ( the " Board of Commissioners")

serves as the governing body of the County and provides oversight for NHRMC by appointing
members to the NHRMC Board of Trustees. The Board of Commissioners is ultimately responsible
for ensuring NHRMC fulfills its mission to serve area residents; and
WHEREAS, as part of their ongoing efforts to continually evaluate the best course for healthcare
in meeting the needs of the community, NHRMC leadership, NHRMC trustees and the Board of
Commissioners stay informed of healthcare industry trends as well as the challenges and
opportunities facing NHRMC in its mission of caring for the community; and

WHEREAS, based upon healthcare industry information and input from healthcare leaders, the
Board of Commissioners has determined that it is timely to consider a Resolution of Intent to Sell
the hospital facilities and assets operated by NHRMC to ensure that the community has longterm continued local access to the high- quality healthcare services and providers they need and
deserve in a rapidly changing and challenging health care environment; and
WHEREAS, the Board of Commissioners has considered the prospects for continuing to operate
NHRMC as an independent health care provider in such environment, and the potential benefits

of an affiliation with a larger healthcare system, and believes it is in the community' s and
NHRMC' s best interest to further investigate the opportunities for affiliation, through a sale, at
this time.

NOW, THEREFORE, BE IT RESOLVED, that the Board of Commissioners hereby declares its intent
to sell NHRMC' s facilities and assets, or to enter into any other affiliation arrangement consistent
with
NHRMC' s lawful purpose, if and only if the Board of Commissioners deems such
arrangement to be appropriate in its sole discretion after receipt and review of proposals from

potential acquiring systems and consideration of community input at public hearings in this
matter. Any such arrangement would only be approved if the Board of Commissioners deems it
to be in the best interests of the community, compliant with the requirements of North Carolina
law, and both supportive and promotive of NHRMC' s mission; and

BE IT FURTHER RESOLVED, that the Board of Commissioners hereby solicits and requests
interested

parties

to submit

proposals

for

an

affiliation with

NHRMC through the

purchase of

12-

 facilities and assets associated with the operations of NHRMC and the continued presence of the

hospital and other healthcare services in the community. The Board of Commissioners hereby
authorizes the

issuance

of a

Request for Proposal (" RFP")

for affiliation arrangements addressing
the purchase of such facilities and assets and the ongoing hospital and other healthcare services

in the community, which RFP shall be consistent with this Resolution and shall include a copy of
N. C. G. S. §

131E- 13, to at least five (5) prospective purchasers, or other interested parties, as soon

as possible; and

BE IT FURTHER RESOLVED, that the Board of Commissioners hereby authorizes the County
Manager, Chris Coudriet, to work with the NHRMC President and Chief Executive Officer, John
establish and to appoint a
Partnership Advisory Group (" PAG") which shall include
community representation as determined by the County Manager and NHRMC President/ CEOand work directly with an outside expert healthcare
consulting firm— to manage the RFP process,
Gizdic, to

including distributing the RFP, collecting any responses, performing an initial evaluation of such

responses, including, but not limited to, conducting interviews with the parties submitting such
responses, and to provide a recommendation to the Board of Commissioners based on such

proposals. The PAG shall provide the Board of Commissioners with regular updates and reports
throughout the RFP process, or any time at the Board of Commissioners' request, and shall act
only in an advisory capacity to the Board of Commissioners, who shall have absolute and sole

discretion as to whether or not to approve a future sale of the NHRMC facilities and assets after
its

review of proposals and

input from the community in

accordance with N.

C. G. S. § 131E- 13 and

all other applicable North Carolina laws.

ADOPTED this the

16th

day of September, 2019.

NEW HA /

ER COUNTY

O

n
p

athan

Barfip

h

r

an

f A LfSHED•
ATTEST:

Ky

erleigh

G. Cr

ell,

Clerk to the Board