The City of Fairmont v. Fairmont Gen. Hosp., Inc. (Per Curiam Opinion)Annotate this Case
The City of Fairmont owned and operated Fairmont General Hospital (FGH) until 1985. In 1984, the City Council adopted section 4.06 of the Fairmont City Charter, which provided that the board of directors of the hospital would be appointed by the Council. FGH then became a private, not-for-profit corporation. In 2010, FGH amended its bylaws to provide for appointment of its board members by the board itself, rather than the Council. FGH also amended its articles of incorporation to comport with the amended bylaws. After the Council challenged FGH's authority to make appointments to the hospital board, FGH filed an action seeking a declaration that section 4.06 of the city charter was no longer applicable to the hospital. The City and Council counterclaimed, seeking a declaration that FGH's amended bylaws were void. The circuit court granted summary judgment for the hospital. The Supreme Court affirmed, holding that neither the City nor the Council had standing to challenge, either as ultra vires or as a violation of the city charter, the actions of the hospital's board in amending its bylaws, appointing new members to the board, and amending the articles of incorporation.