California Court of Appeals, Second District, Sixth Division
Employment Relations Board PERB Dec. No. 2600-M) (PERB Case
Smith, County Counsel, Matthew A. Smith, Assistant County
Counsel, for Petitioner.
Felix de la Torre, General Counsel, Wendi L. Ross, Deputy
General Counsel, Daniel Trump and Joseph W. Eckhart, Senior
Regional Attorneys, for Respondent.
Weinberg, Roger & Rosenfeld, Monica T. Guizar and
Christina L. Adams, for Real Party in Interest.
Employment International Union, Local 721 (SEIU) sought to
represent nonphysician employees of satellite medical clinics
(Clinics) owned by private corporations but under contract
with Ventura County Medical Center (VCMC) to provide medical
services. The County of Ventura (the County) refused to
process SEIU's petition to represent the employees
(Clinic employees) on the ground that private corporations
and not the County were the sole employers. SEIU filed an
unfair practice charge with the Public Employment Relations
Board (PERB), alleging the County's refusal to process
its petition violated the Meyers-Milias-Brown Act (MMBA)
(Gov. Code,  § 3500 et seq.), which governs
employer-employee relations between public agencies and
public employees. An administrative law judge (ALJ) found in
favor of the County and dismissed the unfair practice charge.
PERB reversed the ALJ's decision and found the County is
a single employer or, in the alternative, a joint employer of
County filed this petition for a writ of extraordinary relief
from PERB's decision (§ 3509.5, subds. (a) &
(b)). It argues PERB lacked jurisdiction because Clinic
employees were private employees, and not County employees.
County, through the Health Care Agency, owns and operates
VCMC. VCMC provides a network of ambulatory care clinics,
which consist of either specialty care or primary care
clinics. The primary care clinics consist of 17
privately-owned Clinics throughout Ventura County. The
Clinics provide outpatient services to the underserved
patient population and advertise these services as affiliated
private corporation has a Professional Services and
Operations Agreement (Operations Agreement) with VCMC to
provide medical services. Each corporation is owned by a
physician, who serves as the Clinic's medical director.
The medical director's duties and responsibilities are
established through the Operations Agreement.
the Operations Agreements between VCMC and the Clinics are
“almost identical.” The Operations Agreements
state that VCMC is the “licensed operator” of
each Clinic. Each Clinic identifies itself as a “clinic
of [VCMC].” The Operations Agreements state that Clinic
patients are VCMC patients and patient records are VCMC
County provides and maintains the facilities, equipment, and
furnishings for the Clinics to operate. The Operations
Agreements state the Clinics “shall not do anything in
or about” the facilities that would “obstruct or
interfere with the rights of” VCMC. The County is
permitted to use the facilities for “any purpose,
” including maintaining licenses and permits,
coordinating and reviewing medical records or financial
records, administering VCMC programs, and providing services.
County pays each corporation a monthly administration fee
and, in addition, bonuses for achieving certain goals (e.g.,
meeting certain patient satisfaction survey scores, complying
with accreditation requirements, or maintaining an average
volume of patient visits that meet Medicare productivity
each fiscal year, each Clinic negotiates an annual operating
budget with the County. The operating budget includes all
projected expenses that require the County's
reimbursement, including employee payroll projections. The
County must approve the operating budget. All expenses are
reported to the County in a monthly financial report. The
County determines from these monthly reports when
supplemental funding for additional expenses is necessary.
County owns all revenues and accounts receivable that the
Clinics generate. It establishes all fees for services
provided and handles billing. After the County collects the
revenues from the Clinics, it uses those revenues to cover
the Clinics' expenses. If the revenues are insufficient
to cover a Clinic's expenses, the County advances funds
to cover the remaining expenses. One medical director
testified that when requesting advance funds, he must
“justify each” request. Each Operations Agreement
sets a maximum annual amount of “additional operating
capital” that is “necessary to meet [Clinic]
operating expenses.” If a Clinic's average cash
balance exceeds the average monthly operating costs, the
County may recoup excess cash by withholding revenue or
requiring the Clinic to return funds.
County pays some expenses directly, including expenses to
maintain the facilities, furnishings, medical supplies, and
equipment. It also pays for medical malpractice, ...