JuneBoard Meeting 51st MeetingVille Saint-Laurent Boardroom Hemovigilance Committee Observer: Guests: 1. Call to order 2. Adoption of the agenda
And the withdrawal of the following items:
3. Adoption of the minutes of the 50th meeting held on March 17, 2004 4. Unfinished business from the minutes of the 50th meeting The CEO will present a follow-up on this file at the next meeting. Action FD 4.2. 2003–2004 grant from the Ministère de la Santé et des Services sociaux: funding of “other services The CEO met with Dr. Bureau, Director-General, on April 29 to discuss the funding for the other services. Dr. Bureau also visited Héma-Québec’s facilities and stated that he was very impressed with the control and thoroughness Héma-Québec practices in conducting its activities. The CEO also positioned Héma-Québec with the MSSS as the distributor of tissues in Québec, and pointed out the major advantages this would result in, especially at the level of tissue traceability. As a result of this meeting, the CEO is optimistic about receiving the funding for the other Héma-Québec services. 4.3. Residual risks (HIV, HTLV, hepatitis B and C): difference in the residual risk for hepatitis C between Québec and the rest of Canada Board members interested in obtaining additional information on the subject were asked to contact Dr. Marc Germain, Vice-President, Histo-Québec, and Science, Microbiology and Epidemiology Advisor to Héma-Québec. 4.4. Comparison of 2003–2004 deliveries with those of Canadian Blood Services 4.5. Public regional meetings Before these meetings were combined with the public meetings of the Board, they were held every two years. The CEO asked Board members if they were in agreement with this schedule. Members discussed the success of these meetings and made the following suggestions:
The CEO will check the feasibility of these suggestions and will report to Board members at the next Board meeting. 5. Financial affairs Board members received the management report as at March 31, 2004, prior to the meeting. They requested that the discrepancies observed be explained to them. The Vice-President, Finance and Administration, answered their questions. 5.2. Approval of the financial statements for the financial year ended March 31, 2004 Motion to adopt the financial statements for the financial year ended March 31, 2004, as appended to these minutes. An additional motion to appoint the CEO and the President of the Audit Committee as signatories for the financial statements. Both motions were seconded and approved unanimously. Board members asked that the Pension Committee report on the management of Héma-Québec’s pension fund at the next Board meeting. 5.3. A posteriori financial analysis The a posteriori financial analysis of the PRISM equipment from Abbot was presented. According to the data as of May 28, 2004, the payback period for the PRISM equipment will be 4.9 years rather than 6 years as was calculated prior to the acquisition of the equipment in July 2001. The return on investment for the PRISM equipment could be improved even further with the anti-HBc analyses that were recently added to the list of analyses that can be carried out by this piece of equipment. The a posteriori financial analysis will be resumed next year in order to validate this hypothesis. 5.3.2 SIPS The a posteriori financial analysis of the project for assuming the management of the stable product inventory was presented. The payback period anticipated in February 2003 was 1.8 years. In March 2004, this period was revised to 2 years. Members stated that they were satisfied with the a posteriori financial analyses presented. They requested that a return-on-investment policy be drawn up and integrated into Héma-Québec’s business processes. This policy must be presented to the Audit Committee which will then report to the Board. Action G. Lafrenière The Vice-President, Finance and Administration, withdrew from the meeting. 5.4. Requests for capital expenditures in excess of $250,000 5.4.2 Mobile blood donor unit Discussion. Motion to approve the acquisition of a mobile blood donor unit for a total amount of $362,570. Seconded. Adopted unanimously. The CEO is hereby authorized to sign all of the documents required to act upon this Resolution, at her sole convenience, and to sign any other document and to do anything else she judges necessary or desirable, at her sole discretion, to give effect to this Resolution. The CEO’s signature of all such documents will constitute irrevocable proof of Héma-Québec’s consent to their signature. 6. Board business 6.2 Committee reports The draft of the minutes of the Executive Committee held on May 13, 2004, was sent to Board members prior to the meeting. Members examined the minutes and presented no objections. 6.2.2. Audit Committee meetings of May 10 and June 9, 2004 6.2.2.1 Report on the last meetings The Chairperson of the Audit Committee summarized the subjects dealt with during the last two meetings of the Audit Committee. The adopted minutes of the May 10, 2004, meeting were sent to Board members prior to the meeting. 6.2.2.2 Summary of the meeting with the Auditor General The Audit Committee met with representatives of the Auditor General at its meeting on June 9, 2004. The representatives of the Auditor General recommended the adoption of the financial statements and mentioned that they will issue an unqualified report as soon as possible. Héma-Québec will not be referred to in the Auditor General’s annual report to the National Assembly. Furthermore, the Auditor General’s representatives did not judge it useful to meet with the Audit Committee in the absence of the Héma-Québec representatives and congratulated the Accounts unit for its co-operation and work during the entire audit process. 6.2.2.3 Capitalization of the pension plan for senior management When the supplementary pension plan for senior management was approved on November 5, 2003, Board members asked if it was advantageous for Héma-Québec to capitalize it. Following the analysis conducted by independent actuaries, and given that the rationale put forward for capitalizing the plan is less relevant in the Héma-Québec context, the Audit Committee recommended that Héma-Québec not proceed with the capitalization of the supplementary pension plan. The Board is in agreement with this recommendation. 6.2.2.4 Amendments to the Audit Committee’s mandate The Audit Committee Chairperson indicated that the Audit Committee will be amending its mandate in the near future and that it will submit its proposal to the Board for approval afterwards. 6.2.3 March 31, 2004, meeting of the Safety Advisory Committee and 6.2.4 April 3, 2004, meeting of the Liaison Committee These two items will be dealt with at the same time. During its March 31, 2004, meeting, the Safety Advisory Committee made three major recommendations. The Liaison Committee approved these recommendations at its April 3, 2004, meeting. West Nile virus (“WNV”): The summer 2003 experience in both Canada and the United States confirmed the greater sensitivity of the individual WNV test over the “mini-pool” test. The Safety Advisory Committee made the following recommendations:
End of the period of potential risk of exposure to vCJD for donors having resided in the United Kingdom and in France: During their fall 2003 meeting, the Advisory Committees, on the recommendation of the Executive Committee, recommended that the prohibition period linked to residence in the United Kingdom and France prior to 1996 be lifted. These committees maintain their fall recommendation in spite of the identification of a possible case of vCJD transmission by transfusion in the United Kingdom. DEHP: The Advisory Committees recommended against changing the present collection devices containing DEHP. The reasons that motivated this decision are: convincing data about DEHP toxicity for human beings is non-existent, the so-called population “at risk” for DEHP receives extremely fresh packed red blood cells, this population is exposed to other plastic medical materials containing DEHP and the potential toxicity of alternatives has not been well documented. Discussion. Motion to adopt the May 31, 2004, recommendations of the Safety Advisory Committee and the April 3, 2003, recommendations of the Liaison Committee described above with regard to the West Nile virus, the end of the period of potential risk of exposure to vCJD for donors who resided in the United Kingdom and France and DEHP. Seconded. Adopted unanimously. Héma-Québec management met with CBS management on May 21, 2004. At that meeting, CBS asked for Héma-Québec’s assistance in the eventuality that a WNV epidemic affected the provinces for which CBS is responsible and would not able to meet the demand for individual screening tests. The Safety Advisory Committee will be consulted again on this topic. The question will also be discussed at a Hemovigilance Committee meeting. Board members to provide assistance to CBS in such an eventuality unless Héma-Québec’s efforts have to be devoted to control a larger-than-expected epidemic in Québec. One of the Board observers who attended the Safety Advisory Committee meeting asked that the discussion the Committee initiated around blood donor consent and information communicated to them by Héma-Québec be continued at the Board level. 6.2.5 Scientific and Medical Advisory Committee meeting of May 19, 2004 Board members received the draft of the minutes of this meeting. One of the Board observers who attended the meeting presented a brief summary of its proceedings. 6.3. Appointment of a Board member to the Executive Committee 6.4. Appointment of a Board member to the Audit Committee 6.5. Appointment of a Board member to the Scientific and Medical Advisory Committee 6.6. 2005 meeting calendar 6.7. Questionnaire on governance 6.8. Ethical approval of Public Cord Blood Bank research projects Discussion. Motion to adopt the submitted resolution herewith and entitled Delegation of ethical approval for research projects for the Public Cord Blood Bank, as appended to the minutes. Dr. Marc Dionne left the meeting. 6.9 Héma-Québec Foundation 6.9.1 Foundation Presentation In order to introduce the Foundation, its Executive Director submitted the plan and the content for the Héma-Québec Foundation’s Web site. Members took note of the information and said they were satisfied with the Foundation’s mission statement and goals. 6.9.2. Héma-Québec memorandum of understanding A draft memorandum of understanding between the Héma-Québec Foundation and Héma-Québec that defines the roles and responsibilities of the two parties was presented for approval. The Foundation’s Board of Directors has already accepted the memorandum. The Héma-Québec Board members are in agreement with the memorandum. Motion to accept the draft memorandum of agreement between Héma-Québec and the Héma-Québec Foundation as presented. Seconded. Adopted unanimously. 6.9.3. Héma-Québec’s participation on the Foundation’s Board of Directors The Foundation’s general by-laws as adopted by its Board of Directors at its last meeting stipulate that the CEO of Héma-Québec is a statutory member of the Foundation’s Board. In order to maintain the independence of the Foundation and avoid any appearance of conflict of interest, the Executive Director of the Foundation recommended that there be no other Héma-Québec representatives on the Foundation’s Board of Directors. The members of Héma-Québec’s Board of Directors agreed with this proposal. 6.9.4. Héma-Québec’s priority projects for the Héma-Québec Foundation The two priority projects identified for the Foundation are the acquisition of a second mobile blood donor unit and the establishment of a Chair in Transfusion Medicine at the Université de Montréal. Board members discussed these two projects. Motion to select the acquisition of a new mobile blood donor unit as the priority project for the Héma-Québec Foundation. Seconded. Adopted unanimously. Motion to approve the principle of establishing a Chair in Transfusion Medicine at the Université de Montréal. However, the terms of such a Chair must be subject to additional approval by the Board of Direction at its September 29, 2004, meeting. In the meantime, stakeholders interested in this Chair will meet to collaborate on the proposal that will be submitted to the Board of Directors. The Meeting Assistant will see to it that such a meeting is called before the next Board meeting. Action D. André Mr. Claude Pichette left the meeting. 6.10. Renewal of the liability insurance for Board members and senior administration 7. Tabling of documents 8. Other business 8.2. Motion to congratulate Héma-Québec for winning the Coq d’or for its “Give blood. Give life. It’s my pleasure.” advertising campaign. 8.3. Inauguration of the Public Cord Blood Bank on June 17, 2004 8.4. Recognition of former Board members 9. Next meeting 10. Adjournment | Minutes |