AugustMinutes of the eleventh meeting of the Board of Directors of Héma-QuébecHeld at the Hilton Hotel, 12505 Côte de Liesse, Dorval (salon Gentilly) on Wednesday, August 4, 1999 at noon (translation) Absent: Guests: 1. Opening of meeting 2. Adoption of agenda It was proposed, duly seconded and unanimously resolved that the agenda be adopted with the following additions under "Miscellaneous": 11.3 Saint-Laurent property taxes 3. Adoption of the minutes of the tenth meeting, July 7, 1999 4. Business arising from the minutes of the tenth meeting Information meetings on the subject of vCJD were held on July 8 and 9, 1999 for the benefit of Héma-Québec personnel. As well, meetings were held to discuss the matter with the Association of Blood Donation Volunteers (ABDV) and blood drive organizers. On July 15, 1999, the Therapeutic Products Programme (TPP) held a meeting of the Public Advisory Group on Blood Regulation on the subject of vCJD. The Bureau of Biologics and Radiopharmaceuticals (BBR) presented its position. Canadian Blood Services and Héma-Québec also made presentations. The slide decks that were part of the presentations can be viewed on the TPP Web site at www.hc-sc.gc.ca/hpb/osba/publications/cjdinfo_e.html. The BBR had suggested that a meeting with representatives of Héma-Québec and Canadian Blood Services be held on July 21, 1999 to update this issue if necessary. Héma-Québec informed the BBR that such a meeting was not necessary. On July 26, 1999, Héma-Québec filed an application with the BBR to amend its establishment licence so as to take into account the exclusion criteria for blood donors who have sojourned in the United Kingdom for a cumulative period of more than one month. The members of the Board were informed of the latest data from the United Kingdom on reported vCJD cases. Unlike the trend observed last year, the number of cases reported this year seems to be dropping. 4.2. Annual meeting The members of the Board repeated their intention to give the public a major role at the meeting. They therefore agreed to refer to the annual meeting as a "public meeting." The General By-Laws will be amended accordingly. It was proposed, duly seconded and unanimously resolved that the "General By-Law Amendment - Public Meeting" resolution, a copy of which is attached hereto, be adopted as presented. 5. Union relations at Héma-Québec Héma-Québec will soon begin negotiations for the renewal of some collective agreements. 6. Self-sufficiency in plasma The reports issued by the Comité québécois sur l'approvisionnement, la gestion et la distribution du sang (Québec committee on the supply, management and supply of blood), which was chaired by Guy Gélineau (1996), and by the Commission of Inquiry on the Blood System in Canada, which was chaired by Mr. Justice Horace Krever (1997), recommend self-sufficiency in blood and plasma. Because there is currently no fractionation plant in Canada, Canadian plasma is shipped to a fractionation products manufacturer in the U.S. Moreover, under U.S. regulations, only plasma collected from whole blood may be imported in the country. However, to achieve self-sufficiency by maximizing the use of blood donations, plasma must be collected by means of plasmapheresis. And to be able to send plasmapheresis blood to the U.S., Héma-Québec needs a licence from the FDA. The plasma which Héma-Québec and Canadian Blood Services send to the fractionation products manufacturer in the U.S. meets only 30% of the demand for intravenous immune globulin in Canada. To achieve self-sufficiency in albumin and intravenous immune globulin, Héma-Québec will need to collect an additional 40,000 litres or so of plasma every year. Following a discussion of the advantages and disadvantages of self-sufficiency in plasma, it was proposed, duly seconded and unanimously resolved that the "Self-sufficiency in Plasma" resolution, a copy of which is attached hereto, be adopted as presented. 7. Pricing The Senior Director, Finance and Administration explained how Héma-Québec will determine the pricing of blood products. Activity-based costing was selected as the accounting technique because of its precision. Price smoothing is also planned for certain equivalent therapeutic products in order to minimize the impact of product prices on medical decisions. The Board members took note of the progress made to date on this issue, as well as supported the pursuit of this approach and the finalization of pricing so that discussions with Approvisionnement Montréal can begin. 8. Retrofitting the ventilation/air conditioning/heating systems and roof repairs at 4045 Retrofitting the ventilation/air conditioning/heating systems At the meeting held on April 7, 1999, the Board of Directors adopted a resolution to authorize the retrofitting of the ventilation, air conditioning and heating systems at 4045 Cte-Vertu in Saint-Laurent for an estimated $765,000 ($665,000 excluding GST and QST). The consulting firm Groupe HBA was engaged to provide the services needed for conducting a preliminary study, preparing preliminary and final plans and specifications, and supervising the work throughout the project. Based on technical reports and final plans and specifications prepared by HBA, the firm presented a preliminary estimate in the amount of $1,200,000 ($1,050,000 excluding GST and QST). The estimated difference with the amount quoted in April totals $385,000 (excluding GST and QST) and stems primarily from the fact that the new ventilation and air conditioning units provided for in the plans are of top quality, that changes to the air distribution networks are more extensive than initially expected, that a larger number of control zones need to be monitored from a central point, and that expenses related to administration, construction contingencies and professional fees are higher because they are proportionate to the cost of construction work. A call for tenders was issued and the lowest qualified tenderer was Plombaction Inc. with a bid in the amount of $1,473,470 ($1,281,000 excluding GST and QST). The difference is explained by the addition of items which the architect did not anticipate. The members of the Board took note of the items that gave rise to these cost differences as well as questioned the architect's estimate and the predictability of the increases. The Board members asked the Executive Director to inform HBA of its concerns in writing. However, the Board members felt that the work is necessary for the health and safety of employees who work in the building (lack of ventilation and heating, temperature changes). It was proposed, duly seconded and unanimously resolved that the "Retrofitting the ventilation, air conditioning and heating systems at 4045 Cte-Vertu, Saint-Laurent" resolution, a copy of which is attached hereto, be adopted as presented. Roof repairs at 4045 It was proposed, duly seconded and unanimously resolved that the "Roof repairs at 4045" resolution, a copy of which is attached hereto, be adopted as presented. 9. Financial statements - first quarter The Board members acknowledged the financial statements. The Executive Director informed the Board members that the Department of Finance requires that quarterly financial statements be filed no later than the end of the month following the end of the quarter. The Accounting department is unable to finalize the statements before the second week of the month following the end of the quarter and can therefore not present the statements at regular Board meetings that are held in the first week of each month. Since the financial statements contain information only and do not require approval from the Board of Directors, the members agreed to receive a copy of the financial statements after they are filed with the Minister of Finance. 10. Update on current projects 11. Miscellaneous 11.2. Letter from a donor to the Board concerning the organization of blood drives in hospitals 11.3. Saint-Laurent property taxes Applications for a business tax exemption have also been filed in respect of the buildings where Héma-Québec is a tenant. 11.4. Letter from Assistant Deputy Minister, Public Health Branch 11.5. Letter from donor concerning alcoholic beverages 12. Next meeting 13. Adjournment Dr. André Lebrun Dr. Francine Décary RESOLUTION THAT FORMS PART OF THE MINUTES OF THE HÉMA-QUÉBEC BOARD OF DIRECTORS' MEETING HELD ON AUGUST 4, 1999 WHEREAS the General By-Laws of Héma-Québec were adopted at the meeting of Héma-Québec's Interim Board of Directors held on September 24, 1998 and amended on three occasions, namely on November 4, 1998, December 2, 1998 and June 9, 1999; WHEREAS the members of the Héma-Québec Board of Directors wish to amend article 36 of the said General By-Laws; WHEREAS the directors may, under article 29 of the General By-Laws, amend by means of a resolution any by-law that relates to the operations of Héma-Québec; WHEREAS it is important for Héma-Québec to be transparent for the general public; WHEREAS Héma-Québec wishes to give the general public a major role at its annual meeting; WHEREAS the members of the Héma-Québec Board of Directors have agreed to rename the annual meeting "public meeting"; IT IS RESOLVED to amend article 36 of the General By-Laws so it reads as follows: "36. Public meeting. The directors may from time to time convene a public meeting to which the general public is invited. The directors may invite the members of the public to make presentations on issues that relate to Héma-Québec and its mission and to put questions to the Board of Directors." RESOLUTION THAT FORMS PART OF THE MINUTES OF THE HÉMA-QUÉBEC BOARD OF DIRECTORS' MEETING HELD ON AUGUST 4, 1999 WHEREAS, according to proposal no. 30 of the report released in November 1996 by the Comité québécois sur l'approvisionnement, la gestion et la distribution du sang (Québec committee on the supply, management and distribution of blood), which was chaired by Guy Gélineau, Québec must be guided by the following principles with respect to the supply of blood products, and their derivatives and substitutes:
WHEREAS, in chapter 40 of the Final Report of the Commission of Inquiry on the Blood System in Canada, Mr. Justice Horace Krever recommends basic principles which should underlie the Canadian blood supply system (recommendation 2): It is recommended that the Canadian blood supply system be governed by five basic principles:
WHEREAS fractionated products prepared using plasma from local donors ensure better product control and safety; WHEREAS the movement towards self-sufficiency helps to channel the general public's humanitarian concern in matters related to blood, organ and bone marrow donations; WHEREAS national self-sufficiency is a worldwide trend; WHEREAS achieving self-sufficiency in plasma might enable Héma-Québec to be among the suppliers that can have an impact on the rational use of plasma and future developments; WHEREAS the costs incurred in Québec for self-sufficiency are not clearly defined at the moment; WHEREAS a detailed analysis of the various programs and methods designed to achieve plasma self-sufficiency is required; IT IS RESOLVED: TO ACCEPT the principle of self-sufficiency in plasma for fractionated products such as intravenous immune globulin and albumin; TO CARRY OUT a call for tenders designed to target the plasma collection program which would, in the most effective way possible, aim at self-sufficiency in plasma. RESOLUTION THAT FORMS PART OF THE MINUTES OF THE HÉMA-QUÉBEC BOARD OF DIRECTORS' MEETING HELD ON AUGUST 4, 1999 WHEREAS the Board of Directors of Héma-Québec adopted, at its meeting of April 7, 1999, a resolution to authorize retrofitting the ventilation, air conditioning and heating systems at 4045 Cte-Vertu, Saint-Laurent at a cost not exceeding $765,000 ($665,000 excluding GST and QST); WHEREAS the sum of $765,000 had been authorized by the Board of Directors as part of Héma-Québec's start-up/capitalization budget and subsequently approved by the Treasury Board; WHEREAS the consulting firm Groupe HBA was engaged to provide the services needed for conducting a preliminary study, preparing preliminary and final plans and specifications, and supervising the work throughout the project; WHEREAS a preliminary estimate, based on technical reports and final plans and specifications prepared by HBA, in the amount of $1,200,000 ($1,050,000 excluding GST and QST) was presented; WHEREAS the estimated difference of $385,000 (excluding GST and QST) stems primarily from the fact that the new ventilation and air conditioning units provided for in the plans are of top quality, that changes to the air distribution networks are more extensive than initially expected, that a larger number of control zones need to be monitored from a central point, and that expenses related to administration, construction contingencies and professional fees are higher because they are proportionate to the cost of construction work; WHEREAS a call for tenders was issued and the lowest qualified tenderer was Plombaction Inc. with a bid in the amount of $1,473,470 ($1,281,000 excluding GST and QST); IT IS RESOLVED: THAT Héma-Québec award the contract for retrofitting the ventilation, air conditioning and heating systems at 4045 Cte-Vertu, Saint-Laurent to Plombaction Inc. in consideration of an amount not exceeding $1,473,470 ($1,281,000 excluding GST and QST); THAT the Executive Director be and is hereby authorized to sign the retrofitting contract mentioned above, including any amendments that might be made thereto, as she deems appropriate, and to sign any other document and to take any other step which, at her sole discretion, she might deem necessary or desirable, to give effect to the present resolution and to the terms, conditions and undertakings contained in the said documents, and that the Executive Director's signature on the contract for retrofitting the ventilation, air conditioning and heating systems at 4045 Cte-Vertu, Saint-Laurent and any other similar document be irrefutable evidence that Héma-Québec has approved the signing of such documents. RESOLUTION THAT FORMS PART OF THE MINUTES OF THE HÉMA-QUÉBEC BOARD OF DIRECTORS' MEETING HELD ON AUGUST 4, 1999 WHEREAS the Board of Directors of Héma-Québec adopted, at its meeting of May 12, 1999, a resolution to authorize repairs to the roof over office premises in the building at 4045 Cte-Vertu, Saint-Laurent at a cost not exceeding $455,000 ($395,600 excluding GST and QST); WHEREAS the sum of $455,000 had been authorized by the Board of Directors as part of Héma-Québec's start-up/capitalization budget and subsequently approved by the Treasury Board; WHEREAS the architectural firm Lemay et Associés was engaged to provide the services needed for conducting a preliminary study, preparing preliminary and final plans and specifications, and supervising the work throughout the project; WHEREAS the architects' estimate of repair costs was, based on their study, reduced to $431,839 ($375,430 excluding GST and QST); WHEREAS eight (8) general contractors submitted tenders and the lowest qualified tenderer was Les Entreprises Cloutier et Gagnon (1988) with a bid in the amount of $471,326.68 ($409,760 excluding GST and QST); IT IS RESOLVED: THAT Héma-Québec award the contract for repairing the roof over its office premises to Les Entreprises Cloutier et Gagnon (1988) in consideration of $471,326.68 ($409,760 excluding GST and QST); THAT the Executive Director be and is hereby authorized to sign the repair contract mentioned above, including any amendments that might be made thereto, as she deems appropriate, and to sign any other document and to take any other step which, at her sole discretion, she might deem necessary or desirable, to give effect to the present resolution and to the terms, conditions and undertakings contained in the said documents, and that the Executive Director's signature on the contract for repairs to the roof over the office premises and any other similar document be irrefutable evidence that Héma-Québec has approved the signing of such documents. | Minutes |