La Comunidad Hispana Board of Directors Meeting Minutes from January 22, 2015 Present: Absent: RAyllon, LBenites, CClose, MDulemba, PHuberty, PGaona, CLaMotte, AMoorhead, DNakashima, LRivera, MRivello, PRosas, MSanchez (phone), SSlater (phone), MSparks, ETapia, and MTucker MAlban Invited Guests: AJones (COO), Rebecca Bixby (Medical Director), Amy Lambert (Senior Clinical Social Worker), and ASchubert (Director of Finance). WELCOME & INTRODUCTIONS PHuberty welcomed everyone. EXECUTIVE SESSION With 17 of its 18 members present, the Board of Directors met in Executive Session during the first hour of the Board meeting. The Board discussed the recent resignation of Margarita Mirkil and the Executive Committee of the Board described the circumstances leading to the resignation and answered all questions. The Board expressed its desire to maintain the momentum and successes achieved by LCH and thanked Ms. Mirkil for her six years of service and her contributions to LCH and the community. Members discussed the need to identify and name an interim CEO until a formal search process can begin. The Board expressed its confidence in the leadership abilities of Alisa Jones and the clinical management skills of Rebecca Bixby. Resolved: The Board of Directors of La Comunidad Hispana unanimously endorses and hereby appoints Alisa M. Jones as the Interim President and CEO. Note: Sam Slater voiced his support for the above resolution prior to leaving the call to attend another event. PHuberty expressed the importance of confidentiality and asked Board members to refer any questions from the community and donors to his attention. The Executive Session concluded at 6:30 PM and the guests were invited to join the meeting. REGULAR MEETING OF THE BOARD OF DIRECTORS PHuberty stated that due to the Executive Session the Board would follow an abbreviated agenda. 1 ADMINISTRATIVE AND APPROVALS RESOLVED unanimously to approve the December 18, 2014 Board Meeting Minutes. FINANCE ASchubert presented the December 2014 financial statements. The unrestricted cash plus the operating reserve is equal to 2.5 months of average expenses, a slight improvement from November 2014. The total cash is equal to 4.2 months of average expenses. The year to date December 2014 total revenue of $1.7 million was $11 thousand lower than YTD budget. Year to date December operating expenses of $1.9 million were $91 thousand higher than YTD budget. The YTD Operating Deficit was ($127 thousand) resulting in a negative variance from budget of $102 thousand. The YTD Decrease in Net Assets was ($461 thousand) which resulted in a $400 thousand negative budget variance. CClose summarized the performance to-date and stated that while the cash position has improved, LCH continues to be highly dependent on the flow of philanthropic and grant revenue to support its financial performance. The decrease in Net Assets is a function of the timing and flow of such revenue. Several Board members are going to meet with the management team to refine the revenue projections and sources of philanthropic funds for the remainder of FY2015 and then report back to the Board. CClose discussed the IRS 990 Form and the tight timeline to have it reviewed, approved and filed by February 15, 2015. A final draft of the 990 Form will be shared with the Board for their review and then subsequently approved by the Executive Committee. PHuberty encouraged all Board members to review the document carefully. DEVELOPMENT AMoorhead asked if any Board member would be interested in helping with development efforts and creating a development plan. LBenites, CClose, DNakashima and LRivera expressed their willingness to help. In addition to creating the development strategy, the group will look at expanding its reach into new areas and sources of funds, including the mushroom industry. COMMITTEE REPORTS Executive Committee PHuberty stated that the Executive Committee met several times in December 2014 and January 2015 to discuss the President/CEO and that the topic was covered during the Executive Session of the Board. Governance Committee PHuberty informed that there was no Governance Committee meeting in January 2015. 2 Healthcare Quality Committee MRivello reported on the January meeting. The 2014 Quality Improvement Annual Evaluation Assessment was distributed. Staff is working on the full implementation of GE Centricity electronic health record. Both RBixby and CDomanska were trained on limited obstetric ultrasound. Additionally, the electronic interface between Chester County Hospital and GE Centricity will occur by the third quarter, which will facilitate full implementation of the laboratory service agreement between Chester County Hospital and LCH. In the meantime, obstetric panels, Pap tests and HIV tests are being sent to the Chester County Hospital lab with results returned via fax. AJones reported that 7,362 individuals were assisted in 2014 for the Affordable Care Act. Integrated Member Services Committee ALambert informed that the committee met in January with YBrown to discuss the marketing/rebranding plan. Additionally, the Duty to Warn Policy is being reviewed by a mental health lawyer. Marketing Committee MDulemba reported on the January meeting. YBrown gave a presentation on the rebranding project. There is opportunity to recruit new patients by tapping into the significant number of lowincome, non-Hispanics. Changing the brand and the name of LCH are two ways to appeal to nonHispanics. Potential re-branding is important because the traditional base of philanthropy is changing (e.g. previous donors are aging or unwell). It was noted that any re-brand or name change must not alienate our base of clients. YBrown gave three options: leave the name as it is, change the name completely, or add a phrase under La Comunidad. If we want to expand our services to non-Hispanics, we need to drop the word “Hispana”. LBenites suggested surveying the patients about the name change and asking them to give us some name options. With no further business, the meeting adjourned at 7:15 PM. Respectfully submitted, Paul F. Huberty Next Meeting, February 26, 2015 at 5:30 pm 3