Lawnwood Medical Center, Inc. v. Seeger, 1D06-2016.

• Decision Date: 21 June 2007
• Docket Number: No. 1D06-2016.,1D06-2016.
• Citation: 959 So.2d 1222
• Parties: LAWNWOOD MEDICAL CENTER, INC. d/b/a Lawnwood Regional Medical Center and Heart Institute, Appellant, v. Randall SEEGER, M.D., as President of the Medical Staff of Lawnwood Regional Medical Center, Inc., d/b/a Lawnwood Regional Medical Center and Heart Institute, and Member of the Medical Executive Committee of Lawnwood Regional Medical Center, Inc., d/b/a Lawnwood Regional Medical Center and Heart Institute, Appellee.
• Court: Florida District Court of Appeals

959 So.2d 1222

LAWNWOOD MEDICAL CENTER, INC. d/b/a Lawnwood Regional Medical Center and Heart Institute, Appellant, v. Randall SEEGER, M.D., as President of the Medical Staff of Lawnwood Regional Medical Center, Inc., d/b/a Lawnwood Regional Medical Center and Heart Institute, and Member of the Medical Executive Committee of Lawnwood Regional Medical Center, Inc., d/b/a Lawnwood Regional Medical Center and Heart Institute, Appellee.

No. 1D06-2016.

District Court of Appeal of Florida, First District.

June 21, 2007.

Stephen J. Bronis and Steve Wisotsky of Zuckerman Spaeder LLP, Miami, for Appellant.

Major B. Harding of Ausley & McMullen, Tallahassee; and Richard H. Levenstein of Kramer, Sewell, Sopko & Levenstein, Stuart, for Appellee.

Harold R. Mardenborough, Jr., for Amici American Medical Association and Florida Medical Association, Tallahassee.

Glenn J. Webber of Seidule & Webber, P.A., Stuart, for Amicus Association of American Physicians & Surgeons.

ALLEN, J.

The appellant, a Florida for-profit corporation operating an acute-care hospital in St. Lucie County known as Lawnwood Regional Medical Center and Heart Institute ("Lawnwood"), challenges an adverse summary final judgment by which the trial court invalidated a special law, chapter 2003-372, Laws of Florida, the "St. Lucie County Hospital Governance Law." Because this special law violates article I, section 10 of the Florida Constitution in that it impermissibly impairs the appellant's obligations to its medical staff under a pre-existing contract between the appellant's board of trustees and medical staff, and because it also grants a privilege to a private corporation in violation of article III, section 11(a)(12) of the Florida Constitution, we affirm the summary final judgment. Analysis of further grounds provided by the trial court for its judgment being unnecessary to our decision, we do not address these further grounds.

The right to contract is one of the most sacrosanct rights guaranteed by our fundamental law. Chiles v. United Faculty of Florida, 615 So.2d 671 (Fla. 1993). In Florida, this right is protected through article I, section 10 of our state constitution: "No bill of attainder, ex post facto law or law impairing the obligation of contracts shall be passed." An impairment occurs, in the context of this provision, when a contract is made worse or is diminished in quantity, value, excellence or strength. Pomponio v. Claridge of Pompano Condominium, Inc., 378 So.2d 774 (Fla.1979). In 1993, a contract was established between the appellant's board of trustees and Lawnwood's medical staff when bylaws adopted by the medical staff were approved by the board. See, e.g., Naples Community Hospital, Inc. v. Hussey, 918 So.2d 323, 325 (Fla. 2d DCA 2005) ("Florida has adopted the majority view that hospital bylaws become a binding and enforceable contract between a hospital and its medical staff when adopted by the hospital's governing board."). The St. Lucie County Hospital Governance Law dramatically alters many of the rights and obligations specified in the contract between the appellant's medical staff and board of trustees, thus constituting a contract "impairment" under article I, section 10.

Although acknowledging that the St. Lucie County Hospital Governance Law effected an impairment through diminution of the medical staff's contract rights, the appellant contends that the law should nevertheless be upheld under the balancing test articulated in Pomponio. But the St. Lucie County Hospital Governance Law is unconstitutional even under this test because the substantial contract impairment imposed by this legislation was not required to protect the public health, ensure the quality of care at Lawnwood, or accomplish some other legitimate public purpose.

The...