M E M O R A N D U M November 22, 2011 TO: Members of the Board of Trustees FROM: Nancy L. Zimpher, Chancellor SUBJECT: Tax-Exempt Leasing Program -- University Hospital Medical Center at Syracuse Action Requested The resolution authorizes a tax-exempt leasing transaction in an amount not to exceed $20.4 million to finance equipment for University Hospital Medical Center at Syracuse. Resolution I recommend that the Board of Trustees adopt the following resolution: Whereas pursuant to Title 18, Chapter 6 of the Unconsolidated Laws, as amended, State University of New York has the statutory authority to participate in the Dormitory Authority of the State of New York's Tax-Exempt Leasing Program ("Program") for hospitals and residential health care facilities; and Whereas University Hospital Medical Center at Syracuse desires to participate in the Program to finance certain equipment; and Whereas it is desirable to finance the cost of the Hospital's equipment acquisition and installation through the Program; now, therefore, be it Resolved that the form and content of the proposed Master Lease and Sublease Agreement ("Agreement”) by and between the State University and the Dormitory Authority of the State of New York (copy on file in the Office of the Secretary of the University), be, and hereby is, approved; and, be it further Resolved that the Chancellor, or designee, be, and hereby is, authorized to execute and deliver one or more said Agreements in the name and on behalf of the State University of New York, for and on behalf of University Hospital Medical Center at Syracuse, with such changes and additions, not materially altering said Agreement, as may be found appropriate to effectuate the purposes thereof, and to provide all certifications, assurances or other documents, and to take any and all steps necessary and appropriate to enable the State University to participate in the Program for the acquisition and installation of the Hospital’s equipment in an amount not to exceed $20.4 million. Background This resolution authorizes the State University to participate in the Dormitory Authority's (DASNY) Tax Exempt Leasing Program to finance a new suite of clinical and revenue cycle products for use in the acute care settings at University Hospital. These new applications will replace existing systems that will be fifteen years old at the time the first wave of new systems becomes operational. These existing legacy systems are unable to provide many functions now considered essential in supporting the provision of the best possible patient care. In addition, the new patient accounting system will provide many state-of-the-art tools that will support more efficient and effective management of the revenue cycle. The new applications will be completely integrated with the Ambulatory Electronic Medical Record System that is currently in implementation at Upstate and slated to become operational in 2012. It is estimated that the payments to DASNY under this loan program will be $4.4 million annually for the University Hospital Medical Center at Syracuse. This cost will be paid out of Hospital revenues from the annual operating budget. DASNY plans to close this transaction during first quarter of 2012. Required approvals for the purchase of certain items of equipment have been received from the New York State Department of Health. By Resolutions 97-157 (November 18, 1997), 98-68 (May 27, 1998), 99-122 (June 22, 1999), 00-42 (March 28, 2000), 2001-31 (February 27, 2001), 2002-16 (January 29, 2002), 2003-94 (October 28, 2003), 2004-138 (October 26, 2004), 2005-96 (July 15, 2005), 2006-86 (June 27, 2006), 2008-08 (January 15, 2008), and 2009-031 (March 24,2009), the Board authorized participation in the Program for University Hospital and Medical Center at Stony Brook; by Resolutions 98-67 (May 27, 1998), 2002-15 (January 29, 2002), 2003-118 (December 2, 2003), 2005-95 (July 15, 2005), 2008-31 (March 11, 2008), 2009-053 (May 12, 2009) and 2010-44 (May 11, 2010) for University Hospital and Medical Center at Brooklyn; and by Resolutions 99-167 (October 26, 1999), 2001-162 (December 18, 2001), 2003-83 (September 16, 2003), 2004-169 (December 14, 2004), 2007-11 (January 11, 2007), 2007-138 (October 26, 2007), 2008-126 (September 16, 2008), 2010-45 (May 11, 2010), and 2011-026 (March 22, 2011) for University Hospital and Medical Center at Syracuse. Board Resolution -3- November 22, 2011