\ Board of Directors Meeting Wednesday – March 5, 2014 (11:00am to 2:30pm) TJ Plunkett Boardroom Members Affiliation Staff/Resource Persons Affiliation David Vigar Chair Present Jackie Redmond Chief Executive Officer Present Wendy Cuthbert Vice Chair Present Stacey Roques Senior Director, Shared Services Present Stan Collins Treasurer Present Philip Dudgeon Chief Financial Officer Present Deanna Dulmage Secretary Present Johanne Kot Executive Assistant Present Carole Weir Director Regrets Joanne Billing Senior Director, Client Services Present Marion Hughes Director Present Carol Ravnaas Present Francyne St-Pierre Givogue Emily Leslie Director Present Senior Director, Strategic Partnerships and Accountability Director Present Ray Marshall Director Regrets Agenda Items Presenter Special Meeting of the Members was held at 11am Motion moved by Wendy Cuthbert and seconded by Stan Collins to increase the number of Board members to 12. Motion passed. 1. Call to Order 2. Declaration of Conflict of Interest 11am None declared 3. In Camera Session Motion: To move in camera S. Collins/ W. Cuthbert Carried Board members received an update on CCAC labour negotiations. Motion: To move out of in camera 4. Board Education Right Focus on services / patients, using the SE CCAC Ethical E. Leslie/ W. Cuthbert Carried Jonathan Breslin Decision making Framework Jonathan Breslin provided an update on the ethics work done at the South East CCAC. The Framework was reviewed with the Board members. • Jonathan indicated that the tools are in place as a formula to help in the consistency of the decision-making process. • This discussion is very timely in view of the budget discussions ahead of us and useful information as we deal with much different legislation. 5. Consent Agenda 5.1 Minutes of February 5, 2014 Motion: To approve the Consent Agenda F. Givogue/E. Leslie Carried 6. Approval of Agenda Motion: To approve the Agenda 7. Business Arising from the Minutes F. Givogue/ W. Cuthbert Carried All No business arising not covered under this agenda. 8. New Business 8.1 Governance Committee report Motion: To approve the report for the Governance committee M. Hughes/ W. Cuthbert Carried 8.2 PSQR Committee report Five priority indicators areas were presented to the Board members. Stacey indicated that part of the issue with data not being available is that we draw information from multiple databases. Motion: That the South East CCAC Board endorse the selection of the South East CCAC QIP priority aims and indicators from the identified sector indicators Motion: That the South East CCAC Board Chair and the CEO execute the W. Cuthbert / E. Leslie Carried W. Cuthbert/ M. Hughes QIP on behalf of the South East CCAC Motion: To approve the report for the PSQR Committee Carried W. Cuthbert / M. Hughes Carried 8.3 Audit and Finance Committees report Phil expanded on the materiality aspect of the Audit report and indicated that the SE CCAC maintains a list of unadjusted items with the materiality. Even small amounts would be flagged if it meant going from a balanced to a deficit position. Motion: To approve the report for the Audit committee S. Collins / D. Dulmage Carried Phil updated the Board members that the forecasted deficit as of today would be approximately $700,000 with no further funding to be received from the SE LHIN. Motion: The Finance Committee recommends that the Board receive the Financial Update for the fiscal period ended December 2013. S. Collins / D. Dulmage Carried 8.4 Executive Committee report The CEO Compensation schedule was approved. David indicated that to ensure openness and transparency that all CEO contracts as well as expenses will be posted on CCAC’s websites. David suggested that the CEO contract be finalized March so that the most recent contract is posted. The CEO contract will come to the Board for approval in April. Motion: To approve the report for the Executive Committee 8.5 Chair’s report The Transparency Roadmap Implementation plan was distributed to the Board members. Jackie advised the Board members that the Auditor General was asked to conduct a review of the CCACs and the OACCAC. Motion: To receive the Chair’s report D. Dulmage / W. Cuthbert Carried 8.6 CEO Report CCAC Sector Quality Report will be released next week. W. Cuthbert / F. Givogue Carried Motion: To receive the CEO report 8.7 Communications Report Samples of ads for board recruitment were presented for discussion. Board members agree to remove the time commitment from the ad. It was suggestion to send the ad to volunteer groups, the Chambers of Commerce, and in various groups’ newsletters. S. Collins / E. Leslie Carried Motion: To receive the Communications’ report D. Dulmage/ S. Collins Carried 9. Informal discussion of the Directors There is interest in the application of generative discussion. Is it a separate agenda item or does it fall out of the discussion on subjects included in agenda items. Future education topics were mentioned: • What is the South East CCAC and Hospitals Executive Forum (SECHEF)? • What role does the Board play in the many relationships between the CCAC and other health service providers? Meeting Evaluation 10. Adjournment Motion: To adjourn at 1:40pm E. Leslie ____________________________ David Vigar Chair Johanne Kot Executive Secretary _______________________________ Deanna Dulmage Secretary
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