Medical center board agrees to change bylaws
Among many issues discussed at their November 19 meeting, members of the Block Island Health Services board of directors decided to address the question of bylaw changes that had altered the membership’s ability to remove one of its directors.
The issue has come up over the past several months during several public meetings and has been brought to the board’s attention several times by Richard Weisbroat — most recently in a letter that was copied to the Block Island Times (October 13, 2012). Acknowledging Weisbroat’s letter, board President Pam Hinthorn said the board had spent considerable time looking into “an error in the 2005-2006 bylaws.” This was an article that reads as follows: “The members of the Board of Directors may, at any meeting called for the purpose by vote of a majority of the members, with or without cause, remove any director other than those publicly elected.”
The group agreed that the language had been changed by the 2006 board. Previously, only the center’s larger comparable membership could could remove a director, with or without the approval of the board.
Hinthorn said Kay Lewis examined medical center records and found the language in bylaws compiled by a 2004-2005 committee, about which she said, “One thing is clear. This was a very responsible committee. Among its members were Chick Marcoux, Wade Ortell and Steve Davidson.” Lewis said she agreed with Weisbroat that there needed to be a change of language in the bylaws.
In doing so, Weisbroat suggested the board should substitute the following sentence: “The members of the corporation may, at any meeting called for the purpose, by vote of a majority of the members, with or without cause, remove any director.” Weisbroat advocated that “a special meeting be called… for that purpose.”
Speaking for the board, Hinthorn said members concurred and newly seated member Bill McCombe made a motion “to call a special meeting to address the wording of bylaws related to the recall of board members.” After discussion, the group voted to convene that meeting and Hinthorn said a date would be announced at a later time.
On the issue of the lease-management agreement between BIHS and the town of New Shoreham, Hinthorn said she had delivered the board’s response to First Warden Kim Gaffett and Town Manager Nancy Dodge and would await a response and the scheduling of a joint meeting with the Town Council.
Changing of the guard
Hinthorn announced what she felt was her “sad duty to say goodbye to George Henault, who has served this board so well for nine years. He has been a good friend and a wonderful support.” Henault, whose term expires, said, “Though my term is over, my interest in the medical center is not. This has been a long and rewarding relationship.”
He added, “I want to speak — as a matter of personal privilege — I think we are losing our sense of mission. Our mission should be providing good health services; we need to make it run efficiently and to get back on track.”
Hinthorn asked new members Susan Hagedorn and Bill McCombe to introduce themselves. Hagedorn said she was a nurse practitioner with a PhD, worked in health care for 40 years, owned a home on the island and “agrees with George on our sense of mission.” McCombe said he hoped to be “a bridge from the community to the board” and noted his experience “goes back to a time when I was Police Chief and worked closely with Mary [Donnelly] and the doctor.”
Search committee report
Susan Bush described the purpose and process of the search committee as they took up their charge to find a new executive director. The candidate selected will step into the post currently held in an interim capacity by Peter Baute and previously by Monty Stover, who was dismissed last summer.
Speaking for fellow committee members Jack Lynch, Laura Risom, Mark Emannuelle and Robert Hayden, Bush said in their initial meeting the group had made two decisions: one to maintain complete confidentiality, and the other agreeing that Lewis, who chairs the committee, would not be a voting member.
To date, the committee has received applications and interviewed candidates. Bush assured the audience that they had “acted as an independent group and there has been no discussion of any of this process with board members.” She added, “We have viable candidates.”
When asked how many applicants there were, she said, “The committee decided it is not important for that to be known.” McCombe responded, “I think it is important to know how many people did apply and are interested in the position. If we’re not to know now, at some time, we should have the information.”
When others questioned why that information was considered confidential, Hinthorn said, “I think the work of this committee was to make certain that the committee and the board were kept separate.”
Weisbroat wanted to know why the number of applicants was not made available, but Bush said she needed authorization from the full committee before making the information public. She added, “I don’t think a legitimate purpose is served by making the number public.”
Interim Financial Director Peter Tweedy said that the board should anticipate a shortfall necessitating withdrawal of “a significant amount, $125,000, out of the endowment at the end of the year to cover our expenses.”
This sum represented an increase of $67,000 over an anticipated shortfall of $58,000. The board attributed it to the loss of anticipated donations and unexpected expenses.
McCombe asked how much was spent on legal services that might have contributed to the losses. Hagedorn wondered whether or not investments were down, as well. Turning to Hagedorn and McCombe, Lewis said, “You’ll be learning about investments.” Addressing both newcomers as well, Hinthorn said, “We’ll have meetings with you and get you up to snuff very soon.”
When asked what BIHS was asking as the town’s allocation for next year, Tweedy said $87,000, which is the same amount received from the town this year.
Free flu shots next week
Nurse practitioner Liz Dyer announced that the medical staff were trying to establish a system of electronic health records in order to meet government regulations. She said, “We’ve been working with a local vendor, who has allowed us to download his program to try it out. So far it is nice.” She added it would take a while to become familiar with.
Dyer also said that flu shots would be available next week. Dr. Baute especially wanted the community to know that the shots were free. Noting that influenza kills 50,000 people every year, he encouraged islanders to avail themselves of the shots. He also wanted to let the community know that “Linda [Closter] and Mary [Donnelly] often go out to give shots to those who cannot come in.”
Picking up on Baute’s comments, Hagedorn said, “I think what you’ve said is important — especially for the board and community’s coming together. This is really important, and I’d like to see some of this covered by the paper — not just in covering meetings. Perhaps someone could follow the doctors, nurses or staff, learning first hand what they do. It’s good work!”
Addressing the board, Baute said, “Last year you awarded raises to the nurse practitioner and others at the Medical Center. I recommend the board create increases for nurse manager Linda Closter and Patricia Murphy, the office manager.”
Storage of records
Hinthorn asked the board to address the problem of record storage. She said, “We need to decide how we store records, where we store them and for how long they need to be maintained.” Lewis suggested it would be important to develop a written policy and to that end distributed examples of those used by two other health centers.
The categories of documents requiring storage fall into three categories: financial business records, administrative records and medical records. Weisbroat cautioned that in setting up a policy, the group needed to “keep an eye on 501c3 regulations.” Several board members volunteered to divide up responsibilities in creating a policy. Tweedy will work on financial; Lewis on administrative and Cindy Baute and Hagdorn on medical records.