Contract for new Health P.E.I. CEO includes non-disparagement clause
'My job is to build up this organization,' says statement from CEO Melanie Fraser
Health Minister Mark McLane says a non-disparagement clause in new Health P.E.I. CEO Melanie Fraser's contract is "standard practice" and "quite common," although he can't explain why no such clause was included in the contract with her predecessor.
As first reported by The Guardian, Fraser's contract with the province does not allow her to "make any statements that defame or disparage the personal or institutional reputation, practices or conduct of the employer, government or any of their respective representatives."
A copy of the contract, which is dated Feb. 19, 2024, was obtained through Freedom of Information legislation.
The prohibition "extends to statements made verbally, in writing and by electronic means, including but not limited to statements made on social media."
The former CEO of P.E.I.'s provincial health authority, Dr. Michael Gardam, left after what became a very public spat with the provincial government over its decision to support a new medical school on UPEI's campus in Charlottetown.
Speaking to reporters Tuesday about the non-disparagement clause, McLane said it would not prevent the new CEO from publicly disagreeing with government on health-care issues.
"I think she's been frank about the challenges that we have. I think she's proven that accountability and transparency is very important to her," McLane said.
He added: "It's unfortunate that our previous CEO's relationship [with government] deteriorated."
Gardam publicly expressed worries, as did groups such as the P.E.I. Medical Society, that the province's beleaguered health-care system would not be able to support the new medical school at UPEI.
During a sometimes-tense appearance before the province's health committee in early 2024, Gardam was asked if the premier's office ever told him to "stand in line" or "get on board" with government policies or direction.
Gardam replied that he had been told that, predominantly with regard to the medical school.
"I've struggled with that, because I see the risk, potentially, to the health-care system in the way that we're doing this," he said. "That's when I decided, you know, it's my time to go."
There are many times I wish it was me, but he actually retired.— Premier Dennis King, when asked who had told Dr. Michael Gardam to go
Gardam came under fire from government during the meeting, with cabinet minister Steven Myers accusing him of lying to the public about plans for the intensive-care unit at Summerside's Prince County Hospital.
The next day, Gardam — who had already made the decision to step aside but was staying on to help negotiate a new contract with the province's doctors — said he had been told he wouldn't be doing any more work with Health P.E.I.
When asked in the legislature a month later who had fired the CEO, Premier Dennis King responded: "There are many times I wish it was me, but he actually retired."
Perceived lack of independence
Last week, P.E.I.'s auditor general released a report raising concerns about salary increases for top-level executives that occurred under Gardam's watch, although the CEO's salary was not among those flagged for concerns.
McLane referenced that report when asked about the non-disparagement clause in Fraser's contract, saying "our Crown corporations are mandated to operate a certain way… That is the process they are meant to work and govern."
Gardam's departure reignited long-simmering concerns about a perceived lack of independence at the provincial health authority.
A year before Gardam left, Health P.E.I.'s board chair Derek Key resigned, citing, among other concerns, the inability of the health authority to operate at arm's length from government without direction "by politicians who face four-year election cycles."
CBC News reached out to Health P.E.I., seeking comment from Fraser. She was not made available for an interview, but a spokesperson sent a statement late Wednesday.
The statement quoted her as saying: "Non-disparagement clauses are common within employment contracts. The CEO of Health P.E.I. is expected to provide care to all Islanders and not disparage the organization and its people.
My job is to build up this organization ... Doing so does not prevent me from commenting on the challenges we face or issues that arise.— Melanie Fraser, Health P.E.I. CEO
"My job is to build up this organization to provide the best care possible for all Islanders. Doing so does not prevent me from commenting on the challenges we face or issues that arise. I am committed to being transparent and accountable as I tackle this important job."
Fraser added that she feels free to raise any concerns to Health P.E.I.'s board, the health minister, the premier, the auditor general, the attorney general, and any other authority, saying: "The non-disparagement clause does nothing to interfere with that."
Gardam, now a faculty member at the University of Ottawa, told CBC News via email that "as a general rule, if one doesn't agree with one's boss, and the issue is very important, in my mind the only choice is to resign."
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