Former MetroHealth President and CEO Dr. Akram Boutros and Vanessa Whiting, chair of the MetroHealth system, are trading accusations of fraud and other allegations amid Boutros’ firing Nov. 21, less than two months before he was set to retire.

The board alleged it fired Boutros after discovering that he had given himself more than $1.9 million in unapproved bonuses.

“On Saturday (Nov. 19), 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,” Whiting, wrote in a statement.

The board voted to terminate his employment for cause on Nov. 21, effective immediately.

However, Boutros responded by accusing the board of retaliation in a statement issued Nov. 22 by his attorneys Cohen, Rosenthal & Kramer LLP in Cleveland.

“The MetroHealth Board’s actions yesterday are the latest of a series of retaliatory acts against Dr. Boutros after he raised the issue of the unauthorized hiring of the new CEO,” the statement said. “He uncovered that the Board members were participating in serial deliberation outside of public meetings and that Vanessa Whiting, the Board Chair, signed agreements and authorized payments of hundreds of thousands of dollars without Board approval.”

Boutros’ attorneys further alleged discriminatory treatment, arguing he is the only employee required to repay bonuses due him.

“Vanessa Whiting led a retaliatory charge against him for blowing the whistle on these practices,” the statement said. “She targeted him for receiving bonuses that were received by all eligible employees. The ‘demand’ for repayment is evidence of the Board’s discriminatory treatment as he is the only employee forced to repay bonuses.

“This action was not only retaliatory, but meant to divert attention from (the board of trustees’) own gross negligence,” the statement said.

Arguing the claims made by MetroHealth are “full of misinformation and outright lies,” Boutros is planning to take legal action against the hospital system, the statement said.

In a reply issued in the late afternoon of Nov. 22, Whiting rejected Boutros’ claims.

“The MetroHealth Board of Trustees acts and continues to act within its authority, complying with all applicable state and federal laws,” the statement said. “The allegations being made are false and a distraction from the facts we have previously communicated about the issue at hand.”

She then reiterated the reasons why the board made its decision to fire Boutros.

Whiting said 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 Boutros were not disclosed to the board, even though his employment contract made clear that the board set his compensation, she wrote.

“We all recognize the wonderful things Dr. Boutros has done for our hospital and for the community,” she wrote Nov.21. “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.”

Boutros’ attorneys rebutted MetroHealth’s arguments in their Nov. 22 statement, while also accusing a hospital attorney of discrimination and the board of coersion.

MetroHealth’s attorney “began intimidation tactics and used blatantly discriminatory language and tropes based on Dr. Boutros’ national origin in his effort to coerce Dr. Boutros to repay earned compensation and hundreds of thousands of dollars he never received from MetroHealth,” the statement said.

The attorneys argued Boutros followed the board’s directives regarding bonuses and was open and transparent in his actions. At the same time, they allege the board violated state transparency laws by rejecting his call for a public hearing.

The alleged denial of a public hearing is in violation of the Ohio Revised Code, the attorneys said and are planning to refer the alleged violations to the Cuyahoga County Prosecutor’s office.

As for the allegations of coercion, the attorneys wrote, “On November 7, Dr. Boutros refused further coercion by members of the Board to reduce his authorities. On November 9, the Board retaliated by approving immediate limitations to his authorities in violation of his contract. On November 11, Dr. Boutros notified the Board of their breach of contract and Dr. Boutros terminated his contract for good cause.”

Boutros’ attorneys statement concluded by arguing the board’s move undid the good his leadership provided over the past decade while causing irreparable harm to his reputation.

“These allegations have laid waste to a decade of extraordinary community benefit created through Dr. Boutros’ leadership and has fractured the trust that Dr. Boutros worked hard to rebuild with the community,” the statement said. “In addition, this has damaged Dr. Boutros’ nationally recognized reputation as well as the reputation of the public institution.

Whiting wrote that the board launched an internal investigation, led by the Tucker Ellis law firm in Cleveland, when they learned of these issues as they prepared for a CEO transition, resulting in the following actions to date:

• The board demanded immediate repayment of the supplemental bonus money. On Oct. 31, 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 Nov. 9 approved and enacted immediate CEO spending and hiring limitations that were to remain in place through Dec. 31, 2022.

Boutros told the board at a public meeting that he had self-reported to the Ohio Ethics Commission on Nov.1, the day after the repayment, Whiting wrote.

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.

Boutros announced on Nov. 29, 2021, that he planned to retire at the end of 2022 after serving as president and CEO since 2013.

Dr. Nabil Chehade has assumed the CEO’s duties on an interim basis until the hospital transitions to its new president and CEO, Dr. Airica Steed, on Dec. 5, a month earlier than initially planned.

In his role as CEO of the MetroHealth Foundation, Boutros shepherded the largest donation in its history – $42 million from JoAnn and Bob Glick of Solon – and helped increase the campaign goal from $100 million to $150 million.

Boutros received the 2022 Maurice Salztman Award from the Mount Sinai Health Foundation at its annual meeting June 8.

He serves on numerous nonprofit boards and also has been the recipient of dozens of awards and recognitions, including Richard H. Adler Community Leadership Award from the American Jewish Committee Cleveland, Albert G. and Audrey B. Ratner Community Leader Award from Global Cleveland, America’s 50 Most Influential Clinical Executives by Modern Healthcare, Humanitarian Award from The Diversity Center of Northeast Ohio, George V. Voinovich Municipal Service Award from The Cuyahoga County Mayors & City Managers Association and the Stokes Community Leadership Award.

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