- Fired MetroHealth CEO Akram Boutros is suing the Cleveland-based system’s board of trustees and board chair Vanessa Whiting, alleging they violated board bylaws and Ohio’s Open Meetings Act.
- The lawsuit, filed Monday in Cuyahoga County Common Pleas Court, asks the court to nullify Boutros’ termination, arguing it stemmed from the board’s illegal action.
- The board terminated Boutros on Nov. 21 — less than two months before he planned to retire — after an internal probe revealed the CEO authorized more than $1.9 million in supplemental bonuses to himself without disclosing the payments.
Boutros had served as chief executive of four-hospital MetroHealth since 2013 before announcing his plans to retire at the end of this year. His impending departure sparked preparations for a CEO transition.
A subsequent internal probe found that Boutros approved the additional $1.9 million in compensation for himself between 2018 and 2022, without the board’s knowledge. In October, Boutros repaid more than $2.1 million to MetroHealth, after admitting to establishing certain metrics for his performance, self-assessing under those metrics and then authorizing the supplemental bonuses to himself, according to Whiting.
Investigators found evidence that established the board’s right to fire Boutros for cause and also suggests Boutros may face potential criminal liability for Ohio ethics violations and theft in office, according to the probe conducted by the Tucker Ellis law firm at the board’s request.
Boutros’ lawsuit alleges that MetroHealth’s board members were participating in secret deliberations outside of public meetings, violating the law during the hiring process for incoming CEO Airica Steed, current EVP and COO of Sinai Chicago Health System. Steed will start at MetroHealth Dec. 5.
Boutros said when he aired his concerns with the board, he was fired in retribution.
Whiting “caused the board to retaliate by trumping up bogus charges against him,” the lawsuit says. “The cause-and-effect connection between the two incidents is inescapable.”
Specifically, the lawsuit alleges the board broke Ohio’s Open Meetings Law "by secretly hiring counsel to investigate Dr. Boutros and to produce a 'report,' by allowing that investigation and its culminating 'report' to proceed without proper authorization, and by contemplating and implementing his termination without the mandatory public notice and deliberation."
Boutros said the violations are in line with the board’s “pattern of noncompliance” with the statute over the past two years. The Open Meetings Act requires public officials to take action or discuss official business only in open meetings.
As a result of the violations, the lawsuit asks the court to invalidate the findings of the “unlawful” investigation against Boutros and his termination of employment. Boutros plans to file a separate lawsuit to recover damages from the alleged retaliation.
“We’re disappointed, though not surprised, that Dr. Boutros has filed a lawsuit,” MetroHealth Chair Vanessa Whiting said in a statement to Healthcare Dive.
“We are confident the board acted in accord with Ohio law, but no one should lose sight of the irony that someone who for five years actively cloaked his actions is trying now to recast himself as a champion of sunshine,” Whiting said.
Whiting said that MetroHealth will file its response to the suit “in due time.”