SOUTH PENINSULA HOSPITAL, INC.
REGULAR BOARD MEETING
SPH Conference Rooms October 27th, 2004
CALL TO ORDER:
The meeting was called to order at 6:06 p.m. by Fred Lau.
ROLL CALL:
Present: Fred Lau Rick Eckert
Ron Alderfer Wendy Lefton
Pat Hartley Arthur Tilgner
Toni Parlow
Excused: Steve VanWagoner Lorna Olson
Also Present: Charlie Franz, CEO
Brenda Parnell, CFO
Paul Eneboe, Chief of Staff
Karen Berg-Forrester, SAB Chair
Jackie Dentz, SAB Director
Donna Anderson, SAB Director
Bettyann Steciw, SAB Director
(There were several individuals in the audience. A list of names is attached to the minutes.)
Jan Hanenberger, Homer Secretarial Services
APPROVAL OF AGENDA
Ms. Hartley requested adding the PR Committee, as Item I, under COMMITTEE REPORTS. The agenda was approved as amended.
COMMENTS OF THE AUDIENCE
Ø Mary Ann Scruggs, LTC Clinical Coordinator, read a letter containing her concerns regarding the new addition, provided copies to the board members, as well as to the SAB members present this evening. She was concerned with SPH continuing with the new addition considering the current financial and administrative problems. She felt when the LTC addition was built they cut corners and left out essential equipment to stay within the budget. Ms. Scruggs said she appreciated all the work the board members are doing to insure that SPH will succeed, and in encouraging administration and staff to work together as a team. This will provide the best facility for patients and residents, an enjoyable environment for all who work at the hospital, and help SPH become the healthcare provider of choice. She added that she is very upset about what has happened in the Surgery Department and felt they needed an administrator who will listen to the employees. Ms. Scruggs mentioned the surgery crew does well and she wanted to support them.
APPROVAL OF THE MINUTES OF THE JOINT BOD/SAB MEETING, SEPTEMBER 22, 2004.
Mr. Lau mentioned in the second paragraph on page four, where it reads, “He said he truly beliefs.....”, it should read “He said he truly believes.....”. Ms. Hartley said under Filling SAB Vacancies on page seven, where it reads, “.....will file for appoint to that seat”, it should read “.....will file for appointment to that seat”.
HARTLEY MOVED/ECKERT SECONDED TO APPROVE THE JOINT BOD/SAB MEETING MINUTES OF SEPTEMBER 22, 2004.
The motion carried without objection by voice vote.
BOARD EDUCATION - BAD DEBT - BRENDA PARNELL
Mr. Franz introduced the hospital’s new CFO, Brenda Parnell. Ms. Parnell thanked the BOD and Administration for selecting her to work at SPH. She then gave a Powerpoint presentation on bad debt, explained various steps and methods they use, and welcomed questions from the board members. Ms. Parnell said she is aware of some inconsistent practices in collecting. She is currently reviewing the hospital’s collection policies, will be looking at standardizing the hospital’s policies, and will report back to the BOD.
OLD BUSINESS
Mr. Lau said before going into the old business items he would like to clarify how the BOD meeting is run. He said the business items are before the BOD, the discussion is among members, and if the public would like to comment there will be another opportunity at the end of the meeting. Mr. Lau also mentioned that all actions taken by the BOD are in open session.
Board Member Recruitment
Mr. Eckert said Kellie Blue had resigned and the Governance Committee met that afternoon and interviewed an applicant for the open position.
ECKERT MOVED/ALDERFER SECONDED FOR THE BOD TO APPOINT TONI PARLOW TO THE BOD.
The motion carried without objection by voice vote.
Response to SAB Questions
Mr. Lau said the members should have received a packet of information to review. For discussion purposes he asked for a motion to forward the material presented to the BOD, by Administration, to the SAB.
TILGNER MOVED/ALDERFER SECONDED TO FORWARD THE MATERIAL TO THE SAB.
Mr. Franz then provided a synopsis of the material prepared for the SAB.
The motion carried without objection by voice vote.
Surgical Services Issues/Recruiting/Call Coverage
Mr. Franz said one of the primary issues at the last Retreat was identifying the priorities for Medical Staff recruiting, with the need for a general surgeon being the top priority. They moved ahead and identified Dr. Mason as a potential candidate. Dr Mason has been at the hospital several times over the year doing locum tenens coverage. With both of the current surgeons now obtaining their malpractice insurance, and informing the board members at the joint meeting they were going back to providing full coverage as in the past, this may not be an immediate need. Mr. Franz asked for guidance from the BOD. Ms. Lefton felt they were not prepared and it was not appropriate to make a decision at this time. Mr. Eckert felt the issue regarding surgical coverage for 365 days a year still remains, and suggested discussing this at the next Strategic Planning meeting. Mr. Alderfer asked if it was fair for the BOD to say there is call coverage. Mr. Lau suggested the board direct Mr. Franz to check into this and report back to the board.
Board Goals
Mr. Lau suggested that after having the recent board training in Anchorage it would be a good opportunity for the members to revisit the goals set at their last Retreat. They then reviewed the various goals. One issue concerned changes to the peer review process and Mr. Franz suggested having this as a topic for board education at the next BOD meeting. He also encouraged the members to check the hospital’s web site to see the updating done which includes pictures of the physicians, a short bio, information on how to get in touch with them, and physician practice opportunities. The printed physician directory still needs to be completed.
Mr. Lau said a critical issue the board needs to address is improving communications with the Medical Staff and suggested forming a committee. Dr. Tilgner agreed and said he will chair the committee. Ms. Parlow and Mr. Lau will also serve on the committee.
NEW BUSINESS
Ms. Lefton asked if they will be having another Retreat. Mr. Lau said they plan to hold one in January and they may need to hold an additional meeting, with the SAB, to discuss issues that relate to the Sublease and Operating Agreement and each boards understanding of what their role is. He suggested possibly bringing in a neutral party to look at the Agreement, as well as the BOD and SAB bylaws, to facilitate a discussion. Ms. Lefton felt there were other items to also address. Ms. Hartley suggested covering these issues before the Retreat. Mr. Lau said he would like to extend an invitation to the SAB to meet with the BOD as soon as possible to discuss these issues.
BOD Member Resignation
LEFTON MOVED/TILGNER SECONDED TO ACCEPT THE RESIGNATION OF KELLIE BLUE FROM THE BOD.
The motion carried without objection by voice vote.
Pension Plan Trustee Appointment
ALDERFER MOVED/LEFTON SECONDED TO APPOINT BRENDA PARNELL AS TRUSTEE TO THE PENSION PLAN TRUSTEES.
The motion carried without objection by voice vote.
Policy on Competition and Collaboration
Mr. Lau said this was one of the areas discussed during board training at the Hospital Association meeting. He asked Mr. Franz to review the information to see if the BOD felt they should develop a policy regarding this. Mr. Franz said during the session the speaker, Mr. McCrary, said hospitals all around the country are faced with more and more situations where they need to decide how they will work with the Medical Staff in terms of joint ventures, collaborative efforts, and competition. Mr. McCrary did not have any strong recommendation on what decisions boards should make, but he did say boards need to take a hard look at this due to hospitals losing business and it causing a financial impact. Mr. McCrary also provided a copy of a policy developed by a hospital he had worked with. Mr. Franz said it gives an idea of how one hospital board addressed the issue and maybe would provide some food for thought for SPH’s board. This is now a local issue since Dr. McCallum plans to open an ambulatory surgical center in the lower level of his clinic. Dr. Eneboe said if this is leading to economic credentialing it would harm the relationship with the Medical Staff and their bylaws address this. Mr. Lau said he felt that Mr. McCrary did not really recommend this and felt that he encouraged a cooperative approach in finding a way to work out these situations.
There was further discussion during which Dr. Alvarez interrupted and Mr. Lau called him out of order.
A break was suggested at 7:21 p.m.
The meeting reconvened at 7:27 p.m.
Mr. Lau said the policy will be referred to the Governance Committee for review and asked that they be provided with the information from the training session, which contained different options. There will also be a teleconference from Harry Springer, on November 8th, at 1:00 p.m. in the conference room, which will provide another approach. Mr. Lau suggested the Governance Committee attend.
Director of Patient Care Services and Organizational Changes
Mr. Franz said in 2000 a reorganization of the hospital was done that eliminated four management positions, one of which was the Director of Patient Care Services. Recently, a state surveyor cited the hospital for not having an overarching Director of Patient Care Services that is required to participate in Medicare. He then gave a slide presentation showing the various departments under the Director of Patient Care Services. Mr. Franz said they are currently advertising for this position. Mr. Lau asked what the financial impact will be to SPH. Mr. Franz said the position has a pay range of $70,000 to $90,000 annually, is not a budgeted position at this point, and will have some financial impact.
Finance Committee
Mr. Alderfer reported total patient service revenues for September was over budget by $263,000 and $907,000 for the fiscal year beginning July 1st. Operating expenses were over budget by $115,800 for the month and $163,000 for the fiscal year. Over budget health claims continue to be a budget problem. Gain from operations was $446,000 for the month and $1.1 million for the fiscal year. Accounts receivable decreased to $223,000 during September and currently is $7.9 million, which is roughly $440,000 higher then September, 2003. Mr. Alderfer said they are making progress with billing and related problems. He mentioned the insurance premium for the year went from $283,470 to $423,377.
President
Mr. Lau said he attended the board training at the State Hospital Association meeting and felt it was an excellent session with a lot of good ideas. He said he has the material used by the presenter and offered it those who would like to go over it.
Chief of Staff
Dr. Eneboe reported Dr. Larry Reynolds is no longer a member of the Medical Staff. Because Dr. Reynolds has been a very valuable member of the staff for many years, they have made him an honorary member and are changing their bylaws to include a category of Medical Staff with no privileges. This will allow him to continue as Infection Control Officer.
Dr. Eneboe felt to obtain good relationships with the physicians they should encourage them to participate in the board meetings and he has asked them to attend the BOD meetings. Mr. Lau said he appreciated Dr. Eneboe’s comments.
Administrator
Mr. Franz said in addition to his written report he would like to mention the hospital had their Celebration of Quality last week. QI Manager, Christine Anderson, and her staff recognized a large number of staff members for participating in the various projects throughout the year. He said they have done quite a bit in terms of looking at quality and addressing issues and should be very proud of the work they have done.
Mr. Franz reported receiving word from the Denali Commission they have reallocated funds that had previously been dedicated to other projects in the state. As a result SPH will receive an additional allocation of $44,000 on their Denali Commission grant. This will bring it up to $927,000 that will be contributed towards the construction project.
Mr. Franz said they received notification from the Public Health Department they will be provided with an additional 50 doses of flu vaccine. They originally had enough to cover the LTC residents and now the frontline health care staff will be prioritized and receive the additional vaccine.
SAB Chairman
There was no report.
Governance Committee
Report was previously given.
QI Committee
Ms. Lefton said at the last QI Committee meeting there was a discussion regarding surveys, which she would like to bring to Executive Session.
Planning Committee
Mr. Franz said they will be holding a Planning Committee meeting on November 4th at 4:30 p.m. before the SAB meeting. Issues in front of the committee include an additional change to the exterior design and entryway, and use of the shelled in space.
PR Committee
Ms. Hartley said the committee will meet October 28th and passed around examples of advertising that have been done so far. Sara Karnos, in PT, has been very helpful with her graphic skills and they are currently marketing services and trust. During the meeting they will be looking for more ideas that would market the hospital’s money making services. Ms. Hartley said she will be talking with to Dr. Alvarez and Dr. Sayer to get ideas for surgeries that would bring in revenue. She also asked for employees, SAB members, Dr. Eneboe, and anyone with ideas to contact the committee members.
SAB Finance Committee Meeting, 11/01/04, 9:30 a.m., SPH Conference Room 1
SAB Regular Meeting, 11/04/04, 6:00 p.m., SPH Conference Rooms
QI Meeting, 11/10/04, 8:00 a.m., SPH Conference Rooms
BOD Finance Committee Meeting, 11/16/04, 12:00 p.m., SPH Conference Room 2
SPHI Foundation Meeting, 11/16/04, 3:00 p.m., SPH Conference Room 2
SAB Governance Committee Meeting, 11/16/04, 4:00 p.m., SPH Conference Room 2
BOD Regular Meeting, 11/17/04, 6:00 p.m., SPH Conference Rooms
Health Fair, 11/20/04, 7:00 a.m. - 1:00 p.m., Homer High School
Thanksgiving, 11/25/04
SAB Finance Committee Meeting, 11/29/04, 9:30 a.m., SPH Conference Room 1
COMMENTS OF THE AUDIENCE
· Maria Soto, Purchasing Technician, said she appreciates the board’s hard work and goals that have been set. She said she was rather alarmed when hearing of the non-competition policy. She has been negotiating contracts for approximately 30 years and negotiations have never worked when one party is at the disadvantage and they have to be able to understand that they are on equal ground. When it is adversarial someone always has to lose, and she did not feel they needed to operate that way. She would like everyone to start focusing on the vision for the new hospital. They are planning on building a more expensive facility and yet do not have anything that will increase revenue. She said they must start looking for ways of bringing other services that no one else is providing. Ms. Soto said they have a good staff, with some very knowledgeable people who have been here for a very long time and know the community very well. She also recommended building alliances with other care providers.
· Iris Douglas said she applauds the hard work done by the BOD but still has a question regarding LTC and asked if they had any plans for additional rooms. Mr. Franz said that was one of the items taken out of the plans, but once this construction is done there is the potential for opening up additional space. Ms. Douglas said she did not understand why they started a program without including this since it is one of their revenue makers. Mr. Lau invited her to attend the Planning Committee meeting on November 4th, and felt they could possibly address this issue in more detail to give her a better idea of what is going on and where they are headed.
· Dr. Rene Alvarez said he loves being a surgeon, wants to do his work at SPH, has no desire to put the hospital out of business, and they fundamentally have good surgical services. He felt one of the reasons they have lost revenue has been due to conditions in the OR, and since they lost the Director of Nursing things have gone down hill. Dr. Alvarez said currently they have a group of people working well together in the OR, and suggested they all work together in hiring the Director of Nursing. He advised them to be careful in trying to limit privileges and would like everyone to work together. There are specific things they can do to try and make this happen, but not involving the surgery staff is not one of them. Dr. Alvarez said the only reason he would take surgery away from the hospital would be because he felt it was unsafe, and the person in question is still working in surgery. He said they need to get going with PR, let the community know things are better, get behind each other again, and to work so people feel good in the community about what is happening.
· Shoney Conn, RN/Surgical Services, mentioned she is very tired, as well as other co-workers. She is a 40 hour person, but on her last pay stub she had 246 hours with call. Their issues were addressed but it is still mind boggling to go into the OR and felt the problem should have been addressed way before it went out of hand. Ms. Conn said she has heard the rumor that the surgical staff was “going to pay” for what happened.
COMMENTS OF THE BOARD
Ø Ms. Lefton thanked Mr. Franz for encouraging the directors to attend the board training session, which was illuminating, timely, and the community will benefit from some of the great ideas that came out of the workshop.
Ø Mr. Alderfer thanked the members of the audience for attending and voicing their opinions.
Ø Dr. Tilgner also thanked those who attended the meeting. He said he is committed in trying to make the relationship improve and hopes to give it every effort.
Ø Mr. Eckert said the Governance Committee will be developing a policy regarding competition and collaboration, and personally felt that in a community this small it has to be a collaborative approach.
Ø Ms. Hartley thanked everyone who attended and welcomed Toni Parlow to the BOD. She also suggested that to assist with board orientation and training they take short tours of the various departments prior to the meetings.
Ø Ms. Parlow thanked the members and said she is looking forward to rolling up her sleeves and getting to work.
Ø Mr. Lau said he appreciated everyone coming this evening and making their comments. He said he personally, as the board Chairman, does not have an hidden agendas, is not working in any direction, and felt the approach that Mr. Eckert will take with the Governance Committee is the approach they should be looking at. He said unfortunately he has the role of trying to keep things in control, serves at the pleasure of the BOD, and if at any time the board wished to replace him as President he would be happy to step down.
LEFTON MOVED/TILGNER SECONDED TO GO INTO EXECUTIVE SESSION TO DISCUSS PERSONNEL AND FINANCIAL MATTERS.
The motion carried without objection by voice vote.
*****EXECUTIVE SESSION - 8:15 P.M.*****
*****RETURN TO REGULAR SESSION - 9:56 P.M.*****
ECKERT MOVED/ALDERFER SECONDED THAT DR. RENE ALVAREZ, DR. WILLIAM BELL, DR. PAUL ENEBOE, DR. LAURANCE MARSHBURN, DR. PAUL SAYER, DR. HAROLD SMITH, DR. GIULIA TORTORA, AND DR. RANDALL WIEST BE REAPPOINTED TO THE ACTIVE MEDICAL STAFF.
The motion passed by a vote of five to one.
ECKERT MOVED/ALDERFER SECONDED THAT DR. JAMES BALDAUF, DR. GEORGE GATES, AND DR. SUSAN POLIS BE REAPPOINTED TO THE COURTESY MEDICAL STAFF.
The motion carried unanimously.
ECKERT MOVED/ALDERFER SECONDED THAT DR. CURTIS BUCHHOLZ BE REAPPOINTED TO THE CONSULTING MEDICAL STAFF.
The motion carried unanimously.
Minutes of actions following the Executive Session submitted by Wendy Lefton, Board of Directors.
The meeting adjourned at 10:00 p.m.