LAWRENCE MEMORIAL HOSPITAL
BOARD OF TRUSTEE MEETING MINUTES
April 21, 2010
Present: Joe Flannery Gene Meyer Janice Early-Weas
Judy Keller Simon Scholtz Scott Solcher, MD
Chuck Heath Karen Shumate Andy Ramirez
Verdell Taylor Sheryle D’Amico
Donna Osness Deborah Thompson
Sheryl Jacobs (p) Jeff Novorr
Allen Belot Sherri Vaughn, MD
Dan Lambert Jane Maskus
Gregory Schnose, MD Kathy Clausing-Willis
Others present: Karrey Britt, Journal-World Reporter, Kelly Hilmes, Director of Accounting, Angela Miratsky, BKD, Amy Alexander & Jeremy Morton, Radiology
Call to Order
The meeting was called to order by Joe Flannery, Chairperson.
Approval of Agenda
The agenda was presented for approval.
MOTION: made by Donna Osness, seconded by
Dan Lambert to approve the agenda as printed.
Motion carried.
Consent Agenda
a) Approval of March 24, 2010 Board of Trustee Minutes
b) Planning Committee Report
MOTION: made by Chuck Heath, seconded by
Judy Keller to approve the Consent Agenda as printed.
Motion carried.
Finance Committee Minutes and March 2010 Financials
Chuck Heath commented on the March financials and LMH has a good start, ahead of budget but does look for a smaller bottom line at the end of the year. He presented a Resolution to prepare LMH to borrow in the future should the long range strategic plan indicate the need. This is a financial opportunity out of the Government stimulus, Build America Bonds, for LMH to take advantage. LMH would reimburse itself. This is not a commitment and the Finance Committee recommends approval of the Resolution.
Board of Trustee Meeting Minutes
April 21, 2010
Page Two
RESOLUTION OF THE BOARD OF TRUSTEES OF THE LAWRENCE MEMORIAL HOSPITAL DETERMINING ITS INTENT TO REIMBURSE ITSELF FOR CERTAIN CAPITAL EXPENDITURES.
WHEREAS, The Lawrence Memorial Hospital (the “Borrower”) has made and expects to make certain
capital expenditures in connection with its facilities under its master facilities plan, including the following:
(a) renovation of surgery and day surgery areas and laboratory, construction and expansion for gastroenterology and pain management located on the main hospital campus, expansion of the first floor of new medical office building for information technology purposes, and construction of a new medical office building in Eudora; and
(b) various capital expenditures specified in the capital budgets of the Borrower for fiscal years 2010 and 2011, as previously approved by the Board of Trustees; (collectively, the “Project”), prior to the date of this Resolution, and the Borrower expects to make additional capital expenditures in furtherance of completing the Project in the future.
RESOLVED, that the Borrower intends to reimburse itself for all or a portion of such expenditures, to the extent permitted by law, with the proceeds of bonds or other obligations to be issued by a political subdivision or other governmental entity for the benefit of the Borrower (the “Bonds”).
FURTHER RESOLVED, that the maximum principal amount of Bonds expected to be issued for the Project is $13,500,000.
Allen Belot asked that if we were to exercise funding to the fullest of the Resolution of $13,500,000, our total indebtedness would be approximately $75M and Simon Scholtz agreed.
MOTION: made by Judy Keller, seconded by
Donna Osness to approve the March financials
and the Resolution. Motion carried.
Mr. Heath introduced Angela Miratsky with BKD to present the annual audit report. Ms. Miratsky reviewed the audit reports. She mentioned some accounting adjustments made which increased earnings by $400,000 and changes to accounting standards was discussed. There were no internal control problems at LMH. LMH is very favorable compared to peers and in very good financial condition. Ms. Miratsky reported that BKD had issued a “clean, unqualified opinion” on the LMH financial statements.
MOTION: made by Dan Lambert, seconded by
Judy Keller to approve the Annual Audit.
Motion carried.
Board of Trustee Meeting Minutes
April 21, 2010
Page Three
Medical Executive Committee Recommendation
Dr. Solcher presented the Medical Executive Committee recommendations for approval:
MEDICAL STAFF – New Appointments:
Harold Johnson, MD – (Consulting, Radiation Oncology) Initial appointment period to extend from 4/21/10 through 12/31/11.
PRIVILEGE and/or STATUS CHANGES AND RESIGNATIONS:
David Breyer, MD – (Active Staff, Anesthesia) – Resignation effective 2/23/10
Charles Brooks, MD – (Active Admitting Staff; Gastroenterology) – Addition of “Banding and Sclerosing of Esophageal Varices”. Proctoring assigned as retrospective review of 3-5 cases.
Michael Lange, MD – (Active Staff; Anesthesia/Pain Management) – Addition of “Kyphoplasty”. Proctoring assigned as retrospective review of 10 cases.
Stephanie Lawhorn, MD – (Active Staff, Cardiology) – Resignation effective 4/1/10
Jennifer Schweda, ARNP – (sponsor: Lawrence OB/GYN Specialists) – Conclusion of Provisional through Focused Practitioner Practice Evaluation
MOTION: made by Allen Belot, seconded by
Chuck Heath to approve the Medical Executive
Committee recommendations as presented.
Motion carried.
CEO Comments
Gene Meyer made the following announcements:
Board of Trustee Meeting Minutes
April 21, 2010
Page Four
Strategic Plan
Gene Meyer reported that progress is being made. There will be more information later as to the newly appointed Care Navigator position. LMH is working on out migration and will be using consultants to prepare a long range financial plan. We are still on track and welcomed any suggestions from the Board.
Old Business
a) CPOE Status – Jane Maskus reported that it has been four weeks since go-live and we are receiving fewer call backs from physicians. The I.T. staff is working with the medical staff on reported problems and hope for higher satisfaction in six months. Joe Flannery thanked all of the staff and physicians for their time spent on the CPOE project.
b) 2010 Capital Budget – Gene Meyer reported that bids are slightly under budget for the Lab/Pain Management/GI Lab construction which will be done in three phases. The Pathologists have moved into the ambulance garage for construction to start in that area of the Laboratory. Mr. Meyer also noted that Joint Commission is due at any time which is always a challenge when it comes to construction.
New Business
a) New Nuclear Medicine Camera – Karen Shumate reported on the increased nuclear medicine cardiac imaging studies and asking for Board approval to purchase the equipment to better serve our patients. Patient wait times have been 3-4 weeks for non-emergent studies and with the new equipment there should be no more than 1 week out for appointments.
MOTION: made by Chuck Heath, seconded by
Donna Osness to approve the purchase of a Philips
CardioMD nuclear camera. Motion carried.
Executive Session
MOTION: made by Chuck Heath, seconded by
Donna Osness that the Board of Trustees recess to
Executive Session for consultation with hospital
attorney which would be deemed privileged in the
attorney-client relationship, to include the CEO, COO,
CFO, VP/Regional Services, VP/Medical Affairs,
Vice President/Compliance and Chief of Staff. The
open meeting to resume in this room at 11:00 a.m.
Motion carried.
Board of Trustee Meeting Minutes
April 21, 2010
Page Five
MOTION: made by Joe Flannery, seconded by
Chuck Heath to extend the Executive Session
to 11:15 a.m. Motion carried.
MOTION: made by Chuck Heath, seconded by
Judy Keller to leave Executive Session. Motion
carried.
The open session convened at 11:16 a.m. Discussion took place as to negotiations by management to lease property in Ottawa, Kansas.
MOTION: made by Donna Osness, seconded by
Sheryl Jacobs to move forward with negotiations
to lease of Ottawa property. Motion carried.
Adjournment
There being no further business for discussion, the meeting adjourned.
Respectfully submitted,
Verdell Taylor
Secretary