Statement from Vanessa Whiting, Chair, The MetroHealth System

The MetroHealth Board of Trustees has terminated the employment of President and CEO Akram Boutros, M.D., effective immediately.

On Saturday, the Board received the results of an investigation by outside counsel into compensation issues involving more than $1,900,000 in supplemental bonuses Dr. Boutros authorized for himself, without disclosure to the Board, between 2018-2022. On Monday evening, the Board voted to terminate his employment for cause.

We have taken these actions mindfully and deliberately but with sadness and disappointment. We all recognize the wonderful things Dr. Boutros has done for our hospital and for the community. However, we know of no organization permitting its CEO to self-evaluate and determine their entitlement to an additional bonus and at what amount, as Dr. Boutros has done.

Dr. Boutros, by his own admission, established specific metrics, conducted self-assessments of his performance under those metrics, and authorized payment to himself of more than $1,900,000 in supplemental bonuses based on those self-evaluations between 2018 and 2022. The self-evaluations and the supplemental bonus amounts paid to Dr. Boutros were not disclosed to the Board, even though Dr. Boutros’ employment contract makes clear that the Board sets Dr. Boutros’ compensation.

In keeping with the Board of Trustees’ fiduciary duties, we launched an internal investigation, led by the Tucker Ellis law firm, when we learned of these issues as we prepared for our CEO transition, resulting in the following actions to date:

· The Board demanded immediate repayment of the supplemental bonus money. On October 31, Dr. Boutros repaid $2,104,337.11, which represented the supplemental bonus money paid without approval for performance in calendar years 2017 through 2021, plus $124,003.86 in interest.

· The Board on November 9 approved and enacted immediate CEO spending and hiring limitations that were to remain in place through December 31, 2022.

Dr. Boutros informed the Board at a public meeting that he had self-reported to the Ohio Ethics Commission on November 1, 2022, the day after the repayment. We stand ready to cooperate with any investigating authorities while we continue our internal investigation.

The MetroHealth Board of Trustees is the only administrative body that can approve the CEO’s compensation, including bonuses, and set performance evaluation metrics for the CEO.

 MetroHealth offers its CEO a performance-based variable compensation (PBVC) plan that makes a bonus available based on achievements reached against annual organizational goals approved by the Board of Trustees. The Board of Trustees did not delegate to Dr. Boutros the authority to self-evaluate his performance against metrics never disclosed to the Board, and then authorize supplemental bonus payments for himself in amounts never disclosed to the Board.  Dr. Boutros omitted reporting his full compensation to the Board – and to a nationally recognized compensation consultant hired to annually review and assess Dr. Boutros’ compensation.  

We have implemented, and will continue to implement, additional processes and safeguards to ensure the integrity of the payment and bonus process.

Dr. Nabil Chehade will assume the CEO’s duties on an interim basis until the hospital transitions to its new president and CEO, Dr. Airica Steed, on Dec. 5.