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Minutes August
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Monday, August 15, 2005, 9AM, Mariners Hospital, Tavernier, FL (and by conference call-in from 1623 Spalding Ct #4, Key West, and FL Keys AHEC, 9713 Overseas Highway, Marathon)
Agenda
I. CALL TO ORDER AND WELCOME. Mr. Luse
II. VERIFICATION OF A QUORUM. Dr. Szurek
III. CONSENT AGENDA (Recommended action: Approval) Mr. Luse/Members A. Approval of the Agenda B. Approval of Minutes, 7/25/05.
IV. REPORTS. A. Finance & Fundraising Mr. Smith/Mr. Douglass 1. Regional Campaigns 2. Golf Tournament (Sponsorships) (Action: To proceed with or postpone the event.) 3. Approval for the executive director (post factum) to terminate the contract with Capurso Consulting, due to funding shortfalls. (Recommended action: Approval) 4. BOCC Funding requests (HSAB, Line Item Primary Care) Dr. Szurek B. Health Services – Update on the Move in Marathon. Dr. Szurek A. Board approval for a special assessment to member hospitals (@ $15,000/yr additional), to anticipate funding shortfalls in FY 05-06. (Recommended action: Approval) B. Incident Report, Lower Keys (Closed portion of the meeting; staff and guests excused; presented by the CEO and COO.) C. Flood and Wind Insurance at Poinciana. D. Liability Insurance Renewals (general, auto, professional)
VI. OLD BUSINESS. A. Report: RHNMC, Inc. and KCHP, Inc. Rev. Hartney B. Primary Care in the Lower Keys Dr. Szurek/Dr. Will
VII. COMMUNITY INPUT AND ANNOUNCEMENTS. Members/Guests
VIII. RHNMC ANNOUNCEMENTS. A. The next joint meeting of the Governing & Advisory Boards is scheduled for Monday, October 17, 2005, at 9AM at, 2855 Overseas Highway, Marathon, FL. B. The next regular monthly meeting of the Governing Board is scheduled for Monday, September 19, 2005 at 9AM at Mariners Hospital, and by conference call-in at 1623 Spalding Ct #4 in Key West, and at 2855 Overseas Highway, Marathon, FL.
IX. ADJOURNMENT. Mr. Luse
RHNMC Governing Board Meeting Monday, August 15, 2005, 9AM Mariners Hospital, Tavernier, FL Meeting Minutes
Board Officers in Attendance: Mr. Robert H. Luse, Chairman (CEO, Mariners Hospital); Ms. Debbie Premaza, RN, Interim Treasurer (Regional Director, Lifelines Home Health Care)
Board Members in Attendance: Ms. Julia Terrell, Consumers – Upper Keys; Ms. Juanita Knudsen, Consumers – Upper Keys; Mr. Dirk Smits, Esq., Community-at-Large.
Staff Member in Attendance: Mark L. Szurek, Ph.D., CEO
Guest: Mr. John Capurso, Capurso Consulting
Board Member in Attendance, conference call-in, Marathon: Rev. Michael Hartney, Marathon Chamber of Commerce; Ms. Marney Brown, Consumers – Lower Keys. Staff Member in Attendance, conference call-in, Marathon: Mr. Keith Douglass, PDD
Board Member in Attendance, conference call-in, Key West: Dr. Nickie Will, CEO, LFKHC Staff Member in Attendance, conference call-in, Key West: Mr. Dan Smith, MBA, CFO
Board Members Excused: Mr. Michael Kissner, CEO, Fishermen’s Hospital; Ms. Ana Pena, Consumers – Upper Keys; Ms. Lori DeNues, Consumers – Upper Keys; Ms. Dorothy Clever, Consumers – Lower Keys; Fr. Tony Mullane, Vice Chair (Faith Community) .
I. CALL TO ORDER. The meeting was called to order by Mr. Luse. Mr. Luse re-introduced Ms. Knudsen, a new Board Member, representing consumers in the Upper Keys. Those present and present through conference call-in introduced themselves and welcomed Ms. Knudsen. II. VERIFICATION OF A QUORUM. Dr. Szurek informed the Chairman that a simple majority of the members were present, constituting a quorum (7 of 13). III. CONSENT AGENDA. In a motion made by Mr. Smits and seconded by Rev. Hartney, the consent agenda was unanimously approved. IV. REPORTS. A. Finance & Fundraising. Mr. Smith distributed copies of the Profit & Loss to date, as well as the balance sheet. He noted an improvement in the financial status of the organization, based on receipts of accounts payable as well as actualization of special assessment revenues. (Dr. Szurek thanked Mr. Luse for this suggestion and for the speedy response of Mariners Hospital; see V. New Business, #A, below.) 1. Regional Campaigns. Mr. Douglass updated the Board as to the progress being made by each of the 3 regional campaigns. Mr. Douglass conceded that the bulk of the activity remains to be done in the closing half of the campaigns, i.e., by 9/30/05. 2. Golf Tournament. Mr. Douglass indicated that he had not secured sponsorships for the golf tournament as had been requested by the Board in its 7/25/05 meeting, as a primary determinant of whether or not to proceed with the event. But he also noted that he has been informed of a 150-member golf club in the Upper Keys who could be tapped to supply the players for this event. Mr. Luse asked Dr. Szurek for his opinion, to which he stated that he remain concerned that there are projections for costs associated with proposed event, and no plan to pay for those costs other than revenues received on the day of the event and through pledges. Rev. Hartney concurred. Mr. Luse asked Mr. Douglass how much time he would need to ensure this club’s willingness to participate, to which Mr. Douglass suggested 2 weeks. Mr. Smits stated that the organization would incur no additional costs by waiting 2 additional weeks. In a motion made by Mr. Smits and seconded by Ms. Knudsen, the group unanimously approved waiting until 8/29/05 to determine whether or not to proceed with the golf tournament, pending a report by Mr. Douglass. 3. Termination of the Consulting Contract. Dr. Szurek reported that he had consulted with Mr. Smith and then with the executive committee, about the financial status of the organization in terms of potential cost-cutting. Subsequently, a recommendation to terminate Mr. Capurso’s consulting contract had been issued to and approved by the executive committee, and based on that approval, a 30-day notice sent to Mr. Capurso on 7/28/05 in accord with contract stipulations. Dr. Szurek asked the Board to ratify this executive committee decision. In a motion made by Mr. Smits and seconded by Ms. Premaza, the actions of the executive committee with regard to terminating this contract were unanimously approved. Mr. Capurso stated that he fully understood and accepted the actions of the Board, and wished the organization well in its fundraising efforts. Dr. Szurek stated that he had received a proposal from Mr. Capurso immediately prior to meeting time, asking that the Board consider an agreement for Mr. Capurso to act as “event manager” for the proposed golf tournament. Mr. Luse directed that copies of the proposal be made for those present, and that Dr. Szurek see that members not present or in attendance receive the proposal. Mr. Luse also directed that no action be taken at this time, given that no member had had time to review the proposal in any depth. Discussion: The group unanimously determined that a special meeting of the Board would occur on Monday, August 29, 2005, at 9AM, at Mariners Hospital to determine (1) whether or not to proceed with the golf tournament, and (2) whether or not to approve the proposal for services by Mr. Capurso. (Writer’s Note: In the discussion regarding finance and debt resolution, a question about RHNMC pursuit of an endowment fund as part of the overall fundraising plan was raised. Mr. Luse asked where that discussion, held in the 7/25/05 meeting, was recorded in the minutes. For clarification, the discussion to postpone the pursuit of an endowment fund was held and approved, but was decided in the discussion regarding the strategic plan. The Board unanimously approved the strategic plan, with postponement of the creation of an endowment fund included in plan approval.) 4. BOCC Funding. Dr. Szurek congratulated the success of Mr. Douglass in securing the approval of $100,000 from the HSAB for fiscal yr 05-06, to be dedicated to the salary of the dentist. Mr. Douglass indicated that RHNMC will seek a line item of $300,000 for primary care from the BOCC in September. B. Health Services. Dr. Szurek summarized the closure of 5701 Overseas Highway in Marathon in early August 2005, to (1) ensure safety for employees and clients, as that site had become a construction zone for renovations undertaken by the landlord, and (2) to step out of the way of the landlord to ensure access to the RHNMC site at 2855 Overseas Highway in Marathon, by 9/1/05. Primary care services have been routed to Key Largo, Islamorada, Big Pine Key and Key West for the remainder of August, while dental services have been suspended until a resumption of full services at the new site on 9/6/05. V. NEW BUSINESS. A. Special Assessment to Hospital Members. Upon the recommendation of the Chairman, Dr. Szurek sought a special assessment from all member hospitals @ $15,000 additional each, to assist with the revenue shortfalls of the organization. Dr. Szurek stated that Mariners has already responded, with the sincere thanks of RHNMC management. Dr. Szurek asked Dr. Will if LFKHC would be able to meet this request, to which she said that in the new fiscal year (October 2005), she may be able to respond positively, and that perhaps Mr. Kissner might be able to do the same for Fishermen’s. Dr. Szurek thanked her for whatever assistance she could supply. In a motion made by Mr. Smits and seconded by Ms. Premaza, the Board unanimously approved the special assessment for FY 05-06. B. Incident Report. Dr. Szurek reported that a special circumstance involving an employee was under review by management. Mr. Smits closed off the discussion and stated that the issue should be reviewed with himself and Mr. Luse (and any other Board Member) separately and privately, due to privacy and Sunshine Law constraints. C. Flood and Wind Insurance at Poinciana. Dr. Szurek reminded the group that permission to retain Unit 4 in Poinciana (Key West) has been granted by the Board in its meeting held on 7/25/05. However, the organization has been made aware of flood and wind insurance coverage and a request for reimbursement by the City of Key West in the amount of $1,801. Dr. Szurek has been informed by Rev. Braddock, chair of the homeless coalition (SHAL), that an option existed for SHAL member programs in Poinciana, by virtue of a letter received by Rev. Braddock from the City Manager, Mr. Avael. Programs in Poinciana were excused from flood and wind insurance if they so elected, but remained responsible for any repairs, should the case arise from a storm. The lease with the city requires the payment/reimbursement of general liability costs for the building and grounds where the units are located. Rev. Hartney, as a SHAL Board member, stated that the exemption as stated in the Avael letter was accurate and that RHNMC was not required to reimburse the city for coverage. In a motion made by Mr. Smits and seconded by Ms. Premaza, the group unanimously endorsed the executive director’s recommendation that RHNMC not pay for wind or storm insurance at Poinciana. D. Liability Insurance (general, professional, auto). Dr. Szurek reported that, thanks to Mr. Smith, a thorough review of the organization’s insurance was undertaken in June 2005, and it was discovered that the company was underinsured in many areas. Mr. Smith has since been in contact with the Johnsons Insurance Co. of Marathon, who concurred with the analysis, and has become RHNMC’s agent-of-record for auto and professional liability insurance coverage. General liability and worker’s compensation coverage is still retained with Isaksen Ins., but that as the policies end, the agent-of-record will become the Johnsons. Dr. Szurek has assessed that Isaksen’s has done little to protect and inform this company of its insurance and protection needs. VI. OLD BUSINESS. A. Report: RHNMC and KCHP. Rev. Hartney reported that he has striven to attend meetings of the KCHP, to deliver the message of the Board determined in the May 2005 meeting, but unsuccessfully. Rev. Hartney reported that he was unable to attend the KCHP meeting in July because he was on vacation, and had subsequently received confusing messages about when the August meeting would occur. He has recently been informed that the next KCHP meeting will be on October 13, 2005. Rev. Hartney also reported that KCHP has submitted advertising in a local newspaper that describes KCHP as the “health insurance task force”, and in the Marathon Chamber of Commerce newsletter, referred to their group as the “Rural Health Network of the Florida Keys”. Dr. Szurek reported that this has caused some confusion among the public as RHNMC has been receiving calls in reference to insurance products offered by KCHP. Lastly, Dr. Szurek updated the group with regard to the dialogue with the State Attorney’s office and the complaint (against RHNMC by KCHP). Dr. Szurek reported that the last correspondence with the chief investigator was in answer to a question about “after the fact charges” from RHNMC to KCHP. Dr. Szurek reiterated in that letter and before the Board, that KCHP did not exist at the time of the alleged charges, and therefore, there could not be situation of “after the fact”, that RHNMC has issued no charges to KCHP and does not have a contract or agreement with KCHP to do so. Rev. Hartney asked for guidance from the Board about his plans to attend the KCHP meeting (now in 10/05). The group by acclamation, asked that Rev. Hartney await the resolution of the complaint with the State Attorney and based on that information, re-approach the Board for whether or not to attend the KCHP meeting, and what then to communicate. Mr. Smits asked that the executive director address a letter to KCHP asking that they not use terms such as “health insurance task force” or use any title that included “Rural Health Network” as these names tend to confuse the public. He also asked that the State Attorney be copied on that request. B. Primary Care in the Lower Keys. Dr. Szurek re-capped the proposal between HMA (Lower Keys) and RHNMC with regard to primary care (Meeting Minutes, 7/25/05). Essentially, RHNMC and HMA will merge resources and staff to form a single clinic that would hopefully be more accessible to the target population, by virtue of extended hours and days (Sunday-Saturday, 10AM to 8PM). Dr. Will reported that she was in receipt of the proposal and that HMA attorneys were reviewing the request. Dr. Szurek stated that it was the RHNMC goal to begin these merged services no later than 11/1/05. Mr. Luse thanked Dr. Will for this generous and wise offer, one that will benefit all parties in addition to clients served. VII. COMMUNITY INPUT AND ANNOUNCEMENTS. There were no announcements or statements from the community. VIII. RHNMC ANNOUNCEMENTS. A. The next joint meeting of the Governing & Advisory Boards will be on Monday, October 17, 2005 at 9AM at 2855 Overseas Highway in Marathon. No conference call-in arrangements will be available that day. B. The next meeting of the Governing Board will be a special meeting to be held on Monday, August 29, 2005 at 9AM at Mariners Hospital, with conference call-in available from Key West and Marathon. C. The next regularly scheduled (monthly) meeting of the Governing Board will be Monday, September 19, 2005. (Writer’s Note: The meeting in September 2005 may be cancelled due to the special Board meeting scheduled in late August.) IX. ADJOURNMENT. The group agreed to adjourn by unanimous acclamation.
Respectfully recorded,
Mark L. Szurek, Ph.D. President & CEO |
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