SOUTH PENINSULA HOSPITAL, INC.
BOARD OF DIRECTORS and SERVICE AREA BOARD
JOINT MEETING
 

SPH Conference Rooms                                                                      April 3rd, 2003

CALL TO ORDER:

The meeting was called to order at 6:04 p.m. by David Green.

ROLL CALL:

SAB Present: Julie Woodworth    Bettyann Steciw

Tammy Jones   David Green

Jackie Dentz    Karen Berg-Forrester

Jay Kennelty

Excused: Angelo Hillas

Absent: Stan Welles

Mr. Green announced that Mr. Welles has indicated he will be resigning from the SAB.

BOD Present: Fred Lau Julie Derry

Ingrid Avril   Lorna Olson

Wendy Lefton   Steve VanWagoner

Rick Eckert    Ron Alderfer

Kellie Blue

Also Present: Charles Franz, CEO

Charlie Button, CFO

Dr. Paul Eneboe, Chief of Staff

Dr. Tom Wells, SPH Radiologist

Larry Dallas, Director of Support Services

Tom Walpole, Director of Human Resources

Valda Ziemelis, RN, Acute Care

Peggy Pittman, RN, Acute Care

Robbie Coffey, RN, Acute Care

Jennifer Hawkins, Potential SAB Member

Jan Hanenberger, Homer Secretarial Services

APPROVAL OF AGENDA

The agenda was approved as submitted.

COMMENTS OF THE AUDIENCE

There were no comments of the audience. At this time Mr. Green introduced Jennifer Hawkins who is interested in serving on the SAB.

APPROVAL OF MINUTES - REGULAR SAB MEETING MARCH 6, 2003.

WOODWORTH/BERG-FORRESTER MOVED TO APPROVE THE MINUTES OF THE REGULAR SAB MEETING OF MARCH 6, 2003 , AS SUBMITTED.

The motion carried without objection by voice vote.

APPROVAL OF MINUTES - REGULAR BOD MEETING FEBRUARY 26, 2003.

ALDERFER/AVRIL MOVED TO APPROVE THE MINUTES OF THE REGULAR BOD MEETING OF FEBRUARY 26, 2003, AS SUBMITTED.

The motion carried without objection by voice vote.

BOARD EDUCATION - MRI

Mr. Franz introduced Dr. Tom Wells, SPH Radiologist, who gave a presentation on the hospital’s MRI. Dr. Wells said the MR scanner is built from a huge, superconductive magnet, which requires a very large electrical current. In order to operate properly the magnet is super cooled down to four degrees Calvin, which is -269 degrees centigrade, because of the heat involved with using such a large current. Dr. Wells informed the group that metal parts in patients’ bodies can be moved when put into the magnetic field, and pacemakers can be deactivated and destroyed. He then described how the images are arrived at after placing the body part in the magnetic field.

Next, Dr. Wells covered the various field strengths, which can range from one tesla up to eight tesla, with the most common being 1.5 tesla. He then showed various images of a brain, spine, and joints using SPH’s single slice scanner, and also showed various images, provided by a salesperson, using a high tech multi-slice CT. The multi-slice has the ability to scan 16 spots on the body at the same time and allows for very small and very thin sections, which dramatically increases the resolutions. Dr. Eneboe said the Medical Staff has discussed the multi-slice CT and would very much like to have one at the hospital. He said it would enable the hospital to assess heart problems, as well as vascular problems, such as blood flow to the legs, instead of referring patients to Anchorage. They currently run approximately $1 million and it is something the doctors would like the board to consider.

OLD BUSINESS

Sublease and Operating Agreement

Mr. Franz informed the members the Sublease and Operating Agreement has been forwarded to the borough.

Master Plan/Construction Project

Mr. Green said because of asked for the shortened hearing process, as well as the special election, they testified before the Assembly’s Policies and Procedures Committee and Finance Committee to present their reasons. He suggested using the material presented to the borough as the basic educational material provided to the public regarding the bond issue.

Mr. Franz then gave a presentation of what they had provided to the borough committees, which contained information from the first phase of construction, approved by the voters in 1998, through the current plans. He said the bonds would be issued for approximately $10.5 million and from this point in time, until completion in 2005, they plan to generate approximately $2.5 million in funded depreciation from hospital operations. Mr. Franz mentioned the $10.5 million in bonds can be serviced with 1.01 mil of the 1.75 mil tax levy over a 20 year period of time. This would then leave .74 mil for ongoing equipment replacement and building maintenance. He added as they go through the public education process it is very important that the public understands they are not asking for additional taxes.

Mr. Kennelty left at 7.02 p.m. The SAB still maintained a quorum.

Computer System

Mr. Franz reported they have almost completed the installation and implementation of the CPSI computer system. Next week they will be installing the Quality Improvement and Utilization Management modules, the Home Health Nursing Point of Care module will be installed in May, and the final installation will be the executive information system. It has been a challenge but things have generally been going well and the staff has been working very hard. He said they received a packet of very complimentary letters from the CPSI staff regarding the SPH staff. Mr. Button added the chart program for the physicians will be on line next week. Dr. Eneboe mentioned in the ER there have been some problems with the doctors’ offices sharing information, which should be addressed.

SAB Policies and Procedures

Mr. Green said the members should have received the two latest proposed changes to their Policies and Procedures. The changes would address the process of qualifying a candidate to serve on the SAB, and the code of conduct for board members. Ms. Berg-Forrester handed out copies to the members for a third proposed change. It was decided to review the changes and address them at the next meeting.

SPH Foundation

Ms. Berg-Forrester reported the Articles of Incorporation have been completed, approved, signed and notarized, and will be forwarded to the state. She asked the Trustees to remain briefly after the meeting to complete necessary documents to establish the account at Wells Fargo. The next meeting is scheduled for 4:00 p.m. on April 28th and they will be looking at investment policies and procedures, which will need to be adopted in order to go forward. She added Ms. Woodworth had provided examples of formats used by successful foundations, which will provide some comparisons.

Mr. Franz informed the members they were notified that Leo Rhode had left SPH as the beneficiary of a 20 year trust and they have received $4,800.00 as the 2002 allocation. The trust manager at Wells Fargo informed them it will vary somewhat but generally should be in that neighborhood for the next 20 years. During Foundation Committee meetings they have been discussing how to fund the Foundation. He asked the board if they would like to consider transferring the funds from the two financial gifts SPH has received into the Foundation, which could then be used as seed money to get it started.

DENTZ/STECIW MOVED THAT THE FUNDS THAT HAVE BEEN GIVEN TO THE HOSPITAL BE PLACED INTO THE SOUTH PENINSULA HOSPITAL FOUNDATION AS SEED MONEY.

The motion carried by the SAB without objection by voice vote.

ECKERT/OLSON MOVED THAT THE FUNDS THAT HAVE BEEN GIVEN TO THE HOSPITAL BE PLACED INTO THE SOUTH PENINSULA HOSPITAL FOUNDATION AS SEED MONEY.

Ms. Lefton asked how the funds would be protected and how they would be accessed. Mr. Franz said these types of questions and decisions are very important and would be addressed by the board of trustees of the Foundation.

Ms. Berg-Forrester said currently there are five trustees and in October the positions would all come up for election. Membership will be made up from the general public, medical staff, and employees, and the membership fee will be $25.00.

Mr. Lau said that within the Bylaws there is a list of items, which indicate how the funds may be allocated. There was some concern regarding Lois Irvin’s monitory gift, which she had designated for capital improvements, not being used as she had stipulated. Mr. Franz suggested amending the motion to carry forward certain restrictions.

OLSON/AVRIL MOVED TO AMEND THE MOTION THAT THE ALLOCATION FROM LOIS IRVIN BE ALLOCATED TO CAPITAL EXPENDITURE WHICH WAS HER ORIGINAL INTENT.

After some discussion Mr. Green read the general purpose and powers of the Articles of Incorporation for the Foundation to the members.

The amended motion carried by the BOD without objection by voice vote.

The motion carried by the BOD without objection by voice vote.

The SAB agreed with the motions and did not feel they needed to modify their motion.

 

 

 

 

NEW BUSINESS

Community Education - Bond Issue

Mr. Franz suggested they begin to identify groups they would like to contact for community education regarding the bond issue. Mr. Green encouraged the members to consider approaching groups or organizations they belong to. Ms. Woodworth felt Mr. Franz’s presentation, given to the borough, was very clear and concise and they should adopt that format. It was suggested they plan on attending Rotary, Anchor Point and Homer Chamber of Commerce, and the realtor group luncheons, as well as church groups, senior centers and schools. Mr. Franz asked the members to email suggestions to him.

Declaration of Candidacy - SAB

Mr. Green asked the members to declare this evening if they plan to continue serving on the SAB. At this point in time there are two vacant seats with Tammy Jones and Stan Welles resigning. The board has received names of individuals interested in serving. The following indicated they plan to continue on the SAB:

Julie Woodworth

Bettyann Steciw

Karen Berg-Forrester

David Green

Jackie Dentz

Mr. Green will contact Angelo Hillas and Jay Kennelty. He also mentioned the Governance Committee will be asking the new candidates a list of questions and suggested the current members consider answering the same list of questions.

Strategic Planning Committee

Mr. Lau said in order to avoid a conflict with the Open Meetings Act he reminded everyone that the Strategic Planning Committee is a BOD committee with representation from the SAB. He gave a brief background of the SAB and the Open Meetings Act requirement to post meeting notices. Mr. Dallas mentioned the bulletin board has arrived and the SAB notices can now be posted at the hospital. Dr. Eneboe asked if they were posting the meeting notices on the web site. Mr. Green said they are posting the minutes and the schedule of meetings is listed in the minutes.

Mr. Green reminded the BOD and SAB members to make an appointment at Eagle Eye Photo to have their photos taken, which will then be displayed at the hospital. He added the appointments can only be made for Friday’s.

REPORTS

FINANCE COMMITTEE

Ms. Olson said they reviewed the February 28th financial statements. During the month the hospital was down approximately $13,000 for projected revenue. She said there were larger and more deductions from revenue; with $220,000 budgeted and $427,000 actually deducted. Operating expenses were on budget, and health benefits and salaries were somewhat higher than budgeted. Overall, they were down $195,000 more than anticipated.

Ms. Woodworth said they are looking at a 20 year horizon for when they may require a new site. The borough has been identifying borough properties and classifying them for future use.

Ms. Woodworth added they presented the capital budget to the borough Mayor and the finance staff. She said it was well received but the borough required two changes, which were to re-classify the contingency fund, and to show the architectural expense, for the construction project, included as part of the project.

Ms. Olson mentioned the next BOD Finance Committee meeting will be April 22nd instead of April 21st.

President

Mr. Lau said he had asked Mr. Franz to start thinking about bringing the Strategic Planning Committee back together to start dealing with some other issues.

Chief of Staff

Dr. Eneboe reported the Medical Staff held a joint meeting with the BOD and felt it was very helpful. As a follow-up they plan to hold a physicians only meeting, but as of yet have not been able to set a date.

Administrator

Mr. Franz said they normally hold a luncheon for the physicians during Hospital Week. It was suggested they hold this in the evening, at the same time they hold the physicians only meeting, with hopes of improving attendance.

Mr. Franz reported the governor has proposed some very significant budget reductions including a $15 million reduction in Medicaid funding. The Commissioner of Health and Social Services said they will maintain payments at the same level this year but they will not see any inflationary growth next year.

Mr. Franz mentioned he has been asked by the Department of Health and Social Services to participate in a taskforce, which will look at updating the 1984 state health plan. This has been the guiding light for the Certificate of Need for the state, and he felt it will be a good opportunity to give some input into the process to help identify specific criteria used to evaluate projects.

Mr. Franz encouraged the members to stop by Eagle Eye Photo to have their pictures taken.

Mr. Franz invited the members to attend the hospital’s awards dinner on May 10th at Land’s End. Employees are recognized at the dinner for their contributions and length of service. He said since they have decided to recognize board members for their length of service they will be awarding pins at the dinner as well. Following the dinner Hospital Week will run from May 11th through May 17th with lots of activities planned.

Mr. Franz reported a ground lease has been signed with Mr. Chow and will allow for placement of a portable classroom. This will also give them time to work out the details of a longer term lease for in the future.

SAB Chairman

Mr. Green said since the SAB has had quite a bit of turnover in the last couple of years they are working on the shape and content of policies for governing themselves.

Governance Committee

Ms. Dentz reported the SAB Governance Committee met last Tuesday and Ms. Steciw has joined the committee replacing Mr. Welles. They reviewed the five declaration of candidacies received and compiled a list of questions for interviewing the candidates. Ms. Dentz said the candidates have been contacted and thanked Ms. Hawkins for attending the meeting this evening. She asked the SAB members to read and be ready to discuss the new Policies and Procedures, and Board Member Conduct, prior to their May 1st meeting. The next Governance Committee meeting will be at Frosty Bear on April 22nd at 2:00 p.m.

Ms. Derry said the BOD Governance Committee has been working on policies and have decided to redo everything.

QI Committee

Ms. Derry had nothing to report and reminded the members the next QI meeting will be next Thursday at 8:30 a.m.

NEXT MEETING DATES

BOD Finance Committee Meeting 04/22/0 3 12:00 p.m.

Charlie Franz’s Office

Regular BOD Meeting 04/23/03 6:00 p.m.

SPH Conference Rooms

SAB Finance Committee Meeting 04/28/03 12:00 p.m.

SPH Conference Room 1

Regular SAB Meeting 05/01/03 6:00 p.m.

SPH Conference Rooms

COMMENTS OF THE AUDIENCE

There were no comments of the audience.

COMMENTS OF THE BOARDS

Ms. Derry thought they use to receive copies of each others board meeting minutes . Mr. Franz said they stopped doing that after they started posting them on the web site. Ms. Derry thanked the Foundation Committee for all their work.

Ms. Dentz thanked Ms. Hawkins for attending. Ms. Hawkins said she felt both boards were very well run. Ms. Dentz also thanked Ms. Woodworth and Mr. Green for their efforts at the borough

Dr. Eneboe said he was pleased to see so many of the current SAB members planning to stay on the board.

Ms. Woodworth said she enjoyed Dr. Well’s presentation and thanked Mr. Button for preparing the borough presentation. She added she had been in the ER a couple of times during the last month and felt SPH gives the best care. Ms. Ziemelis was one of the nurses on staff and everyone was really great.

Ms. Steciw thanked Ms. Hawkins for her interest in the SAB.

Mr. Alderfer said he enjoyed the MRI presentation. He said he recently had a bookkeeping experience with the hospital and everyone was great. They knew where to find the information and the problem was resolved.

Ms. Berg-Forrester thanked everyone who has helped her with working on the Foundation and felt they have gotten quite a bit accomplished in a short period of time.

Ms. Lefton thanked Dr. Eneboe for inviting the BOD to the last Medical Staff meeting.

Mr. Green felt it was great to see such interest from the community in participating on the boards. He said data received at a class he attended showed Alaska has the highest density of non-governmental agencies and boards.

WOODWORTH/STECIW MOVED FOR THE SERVICE AREA BOARD TO ADJOURN.

OLSON/LEFTON MOVED FOR THE BOARD OF DIRECTORS TO GO INTO EXECUTIVE SESSION TO DISCUSS PERSONNEL AND FINANCIAL MATTERS.

*****EXECUTIVE SESSION - 8:20 P.M.*****

*****RETURN TO REGULAR SESSION - 9:30 P.M.*****

There were no actions taken and the BOD adjourned at 9:32 p.m.