Directors' minutes:

• April 15, 2010
• March 18, 2010
• February 21, 2010
• January 21, 2010
• October 15, 2009
• September 24, 2009
• August 20, 2009
• July 16, 2009

AGM Slides:

• 2010 AGM Slides
• 2009 AGM Slides

AGM minutes:

• Society, 2009
• Foundation, 2009
• Foundation & Society, 2008
• Society, 2007

Meetings

GHCS & GHCF Board meetings are generally held at 7PM on the Third Thursday of most months. Members are welcome, but you may wish to confirm the location and time of the meeting by EMailing ghcs@ghcs.ca or by contacting one of the directors.

Minutes

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Gabriola Health Care Society

Joint Annual General Meeting

Monday, June 4, 2009

The Roxy Theatre, Gabriola Island

Attendees: Board Members: Don Butt, Tracie Der, Brenda Fowler, Harvey Graham, Bob Henderson, Terry Nimmon, Lawrence Spero, Fay Weller; see audience sign-in sheet attached to original minutes.

Proceedings:

The AGM of the Gabriola Health Care Society was called to order at 7:00 pm.

1.0 Fay Weller welcomed everyone and reviewed the evening's agenda. She described that much has been accomplished by the GHCS in the last year, particularly in 4 key areas:

 Recruitment and Retention of Physicians & Nurses

- MOCAP is now available to Gabriola, a new physician was hired, locums available to reduce workload, progress with nurses/nurse practitioners

 Emergency Treatment Room clinic – permanent & community owned

- Due diligence in design, site selection for permanent facility & upgrades current ETR

 Data and Services

- Health Services data, pilot, ETR stats

 Communications and Community outreach

- June public meeting, communication through year, May Open House

2.0 Tracie Der read the minutes from the GHCS AGM of 2007.

Moved (Tracie Der/Don Butt): that the minutes of the Gabriola Health Care Society Annual General Meeting of 26 March 2007 be accepted as read.

CARRIED

Tracie then read the minutes from the GHCS AGM of 2008.

Moved (Tracie Der/Don Butt): that the minutes of the Gabriola Health Care Society Annual General Meeting of 29 May 2008 be accepted as read.

CARRIED

3.0 Harvey Graham presented the GHCS 2008 Financial Report

(See the AGM slides for a copy of the report.)

Moved (Harvey Graham/Bob Henderson): that the Gabriola Health Care Society 2008 Financial Report be accepted as presented.

CARRIED

4.0 Harvey Graham presented a series of special resolutions on behalf of the board to amend the GHCS Constitution and Bylaws so that they better reflect the needs and policies of the society.

Special Resolution #1: Resolved that the Constitution of the Gabriola Health Care Society be amended by repealing paragraphs (a) to (d) of section 3 of the Constitution and by replacing those paragraphs with the following:

(a) assess and respond to health care needs of residents of and visitors to Gabriola Island

(b) work with the health professionals and relevant government agencies to develop programs that address those needs

(c) provide facilities to health care practitioners on Gabriola Island in a way that fosters integrated team care and accessibility wherever possible

(d) work in partnership with other community agencies to improve conditions affecting the health of residents of and visitors to Gabriola Island

CARRIED

Special Resolution #2: Resolved that the definition of those who are members of the society in the Bylaws of the Gabriola Health Care Society be amended by:

(a) replacing paragraph (1) of Section 4 of the bylaws with the following:

“All individual residents of Gabriola Island, B.C. who assent to the purposes of the society and who are at the time at least 19 years of age will be members of the society unless such person has ceased to be a member as provided herein.”

(b) amending paragraph (2) of section 7 of the bylaws to the following:

“unless he or she became a member under the provisions of section 4(2), by ceasing to be a resident of Gabriola Island, B.C. ”

CARRIED

Special Resolution #3: Resolved that the provision for "representative" or appointed directors be removed from the Bylaws of the Gabriola Health Care Society by:

(a) repealing section 25 of the bylaws and replacing it with the following:

"There shall be a minimum of five and up to a maximum of eleven directors."

(b) by making all other changes to the bylaws as are necessary to remove all references to "elected" and "representative" directors.

CARRIED

Special Resolution #4: Resolved that certain directors may be elected for a term of less than three years if this is required to more nearly equate the number of directors whose term will expire each year by adding the following to the end of section 39 of the Bylaws:

"In addition, a director or directors may be nominated and elected for a term of less than three years if the nominations committee determines that this is desirable in order to more nearly equate the number of directors whose term will expire each year."

CARRIED

Special Resolution #5: Resolved that the procedures for electing directors as set out in the Bylaws of the Gabriola Health Care Society be amended by:

(a) repealing section 40 of the bylaws and replacing it with the following:

"If the number of directors nominated for election is less than or equal to the maximum number of directors to be elected, as determined by the nominations committee, their election may be by acclamation. However, if requested by a member present at the meeting, the election must be by show of hands or, if requested, by secret ballot. In that event:

(1) The first ballot or show of hands will be to elect, or not to elect, all nominated candidates (the "slate" of candidates).

(2) If the majority of the votes are in favour of the slate, then all candidates will be declared elected.

(3) If the majority of the votes are not in favour of the slate, then a separate ballot must be held with respect to each candidate. Each candidate that receives more favourable votes than unfavourable votes will be declared elected.

(4) If the sum of the number of directors so elected and the number of directors whose term did not expire at the particular meeting is less than the minimum number of directors provided for in these bylaws, then sufficient number of the unsuccessful candidates necessary to bring the number of directors up to the minimum number, selecting those with the most favourable votes, will be declared elected."

(b) repealing section 41 of the bylaws and replacing it with the following:

"If the number of candidates nominated exceeds the maximum number of directors to be elected, as determined by the nominations committee, then a single ballot must be held:

(1) Each ballot paper must contain the names of all candidates.

(2) Each member present at the meeting will be entitled to vote in favour of up to the maximum number of directors to be elected by making a mark of some nature in the appropriate area of the ballot. Ballots with an excess number of votes will be considered invalid and the votes thereon will not be counted.

(3) The candidates will be ranked in accordance with the number of valid votes received, and the number of candidates equal to the number of directors to be elected at the meeting, starting with the candidate receiving the largest number of votes and working down the ranked list, will be selected and declared elected."

(c) adding a provision to set out procedures to be followed in the event of a tie vote by adding a new section 41.1:

"41.1 In the event that two or more candidates receives the same number of votes in any ballot for the election of a director and the tie is relevant in determining whether a particular candidate is elected the winning candidate(s) from those candidates with the same number of votes will be determined by lot, or by coin toss, as determined by the nominating committee."

(d) repealing all of old section 42 except for paragraph 42(3) and re-numbering old paragraph 42(3) as new section 42.

(e) removing the requirement that scrutineers must be appointed for every ballot regarding the election of directors by adding the words ", if requested by a candidate," after the existing words "of these bylaws will" to section 43, and making a corresponding change to section 44.

CARRIED

Special Resolution #6: Resolved that the society formalize the members and roll of the Executive Committee by adding a new Part 9.1 to the Bylaws of the Gabriola Health Care Society, to read as follows:

"Part 9.1 Executive Committee

62.1 The officers and the immediate past-president, if still a director, will constitute the executive committee.

(1) The executive committee will:

(a) act on behalf of the directors for those matters and during those time periods for which the directors have passed a resolution delegating action to the executive committee, with the condition that action taken will be reported to the directors, and

(b) act for the directors in situations which, in the opinion of the executive committee, require immediate action prior to the next meeting of the directors, and report to the directors on any action taken.

(2) The quorum of the executive committee shall be three members. In the event that a quorum of executive committee members is not available at any particular time, the executive committee may invite another director of the Society to temporarily become a member of the executive committee.

(3) The executive committee may conduct its affairs by telephone or by electronic means, provided all members of the committee are able to participate in all exchanges of information related to a particular decision or action."

CARRIED

5.0 On behalf of the nominating committee, Brenda Fowler presented the following slate for Directors of the Gabriola Health Care Society:

• Dr. Don Butt

• Brenda Fowler

• Harvey Graham

• Kay Holt

• Dave Innell

• Lawrence Spero

All were elected by acclamation.

The AGM of the Gabriola Health Care Society adjourned at 7:33 pm.

Respectfully submitted,

Tracie Der, Secretary

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Gabriola Health Care Foundation

Joint Annual General Meeting

Monday, June 4, 2009

The Roxy Theatre, Gabriola Island

Attendees: Board Members: Don Butt, Tracie Der, Brenda Fowler, Harvey Graham, Bob Henderson, Terry Nimmon, Lawrence Spero, Fay Weller; see audience sign-in sheet attached to original minutes.

The AGM of the Gabriola Health Care Foundation was called to order at 7:34 pm.

1.0 Lawrence Spero welcomed the assembly and reviewed the last year, highlighting

 the ongoing review of Government and Philanthropic Foundations as potential sources of funding.

 our membership of Imagine Canada (imaginecanada.ca).

 our outreach meetings with organizations and individuals for feedback on approaches to fundraising.

 our efforts to encourage a wider representation on the Foundation Board.

 the receipt of and our fiscal responsibility for donations to the Foundation.

Lawrence then thanked Franco Scarfone who presented a donation on behalf of the Duplicate Bridge group on the island. He also noted that the GHCF will be receiving a grant to upgrade the computer systems at the clinic.

2.0 As this is the first Annual General Meeting of the GHCF, there were no previous minutes to be approved.

3.0 Harvey Graham presented the GHCF 2008 Financial Report:

(See the AGM slides for a copy of the report.)

Moved (Harvey Graham/Tracie Der): that the Gabriola Health Care Foundation 2008 Financial Report be accepted as presented.

CARRIED

4.0 Harvey Graham presented a series of special resolutions on behalf of the board to amend the GHCF Constitution and Bylaws so that they better reflect the needs and policies of the foundation.

Special Resolution #1: Resolved that the definition of those who are members of the society in the Bylaws of the Gabriola Health Care Foundation be amended by:

(a) replacing paragraph (1) of Section 4 of the bylaws with the following:

“All individual residents of Gabriola Island, B.C. who assent to the purposes of the society and who are at the time at least 19 years of age will be members of the society unless such person has ceased to be a member as provided herein.”

(b) amending paragraph (2) of section 7 of the bylaws to the following:

“unless he or she became a member under the provisions of section 4(2), by ceasing to be a resident of Gabriola Island, B.C. ”

CARRIED

Special Resolution #2: Resolved that certain directors may be elected for a term of less than three years if this is required to more nearly equate the number of directors whose term will expire each year by adding the following to the end of section 39 of the Bylaws:

"In addition, a director or directors may be nominated and elected for a term of less than three years if the nominations committee determines that this is desirable in order to more nearly equate the number of directors whose term will expire each year."

CARRIED

Special Resolution #3: Resolved that the procedures for electing directors as set out in the Bylaws of the Gabriola Health Care Foundation be amended by:

(a) repealing section 40 of the bylaws and replacing it with the following:

"If the number of directors nominated for election is less than or equal to the maximum number of directors to be elected, as determined by the nominations committee, their election may be by acclamation. However, if requested by a member present at the meeting, the election must be by show of hands or, if requested, by secret ballot. In that event:

(1) The first ballot or show of hands will be to elect, or not to elect, all nominated candidates (the "slate" of candidates).

(2) If the majority of the votes are in favour of the slate, then all candidates will be declared elected.

(3) If the majority of the votes are not in favour of the slate, then a separate ballot must be held with respect to each candidate. Each candidate that receives more favourable votes than unfavourable votes will be declared elected.

(4) If the sum of the number of directors so elected and the number of directors whose term did not expire at the particular meeting is less than the minimum number of directors provided for in these bylaws, then sufficient number of the unsuccessful candidates necessary to bring the number of directors up to the minimum number, selecting those with the most favourable votes, will be declared elected."

(b) repealing section 41 of the bylaws and replacing it with the following:

"If the number of candidates nominated exceeds the maximum number of directors to be elected, as determined by the nominations committee, then a single ballot must be held:

(1) Each ballot paper must contain the names of all candidates.

(2) Each member present at the meeting will be entitled to vote in favour of up to the maximum number of directors to be elected by making a mark of some nature in the appropriate area of the ballot. Ballots with an excess number of votes will be considered invalid and the votes thereon will not be counted.

(3) The candidates will be ranked in accordance with the number of valid votes received, and the number of candidates equal to the number of directors to be elected at the meeting, starting with the candidate receiving the largest number of votes and working down the ranked list, will be selected and declared elected."

(c) adding a provision to set out procedures to be followed in the event of a tie vote by adding a new section 41.1:

"41.1 In the event that two or more candidates receives the same number of votes in any ballot for the election of a director and the tie is relevant in determining whether a particular candidate is elected the winning candidate(s) from those candidates with the same number of votes will be determined by lot, or by coin toss, as determined by the nominating committee."

(d) repealing all of old section 42 except for paragraph 42(3) and re-numbering old paragraph 42(3) as new section 42.

(e) removing the requirement that scrutineers must be appointed for every ballot regarding the election of directors by adding the words ", if requested by a candidate," after the existing words "of these bylaws will" to section 43, and making a corresponding change to section 44.

CARRIED

Special Resolution #4: Resolved that the society formalize the members and roll of the Executive Committee by adding a new Part 9.1 to the Bylaws of the Gabriola Health Care Foundation, to read as follows:

"Part 9.1 Executive Committee

62.1 The officers and the immediate past-president, if still a director, will constitute the executive committee.

(1) The executive committee will:

(a) act on behalf of the directors for those matters and during those time periods for which the directors have passed a resolution delegating action to the executive committee, with the condition that action taken will be reported to the directors, and

(b) act for the directors in situations which, in the opinion of the executive committee, require immediate action prior to the next meeting of the directors, and report to the directors on any action taken.

(2) The quorum of the executive committee shall be three members. In the event that a quorum of executive committee members is not available at any particular time, the executive committee may invite another director of the Society to temporarily become a member of the executive committee.

(3) The executive committee may conduct its affairs by telephone or by electronic means, provided all members of the committee are able to participate in all exchanges of information related to a particular decision or action."

CARRIED

5.0 On behalf of the nominating committee, Brenda Fowler presented the following slate for Directors of the Gabriola Health Care Foundation:

• Lisa Dowding-Carter

• Harvey Graham

• Lawrence Spero

All were elected by acclamation.

The AGM of the Gabriola Health Care Foundation adjourned at 7:51 pm.

The formal meetings were followed by a presentation by Mike Pennock of VIHA called: Gross National Happiness & Wellbeing: From Bhutan to Victoria.

Respectfully submitted,

Tracie Der, Secretary

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Gabriola Health Care Society & Foundation

Annual General Meeting

Monday, May 29th, 2008

Women's Institute Hall, Gabriola Island

Attendees: Lawrence Spero (presiding), Tracie Der, Harvey Graham, Don Butt, Brenda Fowler, see attached audience sign-in sheet

Proceedings:

The meeting was called to order at 7:03 pm.

1.0 Lawrence welcomed everyone to the meeting and reviewed the agenda. He then announced the upcoming Community Workshop scheduled for Friday, June 20th and invited everyone to attend and participate – learn what has been happening and share their ideas and visions for Gabriola health care.

On behalf of the GHCS & GHCF, Lawrence thanked everyone who has contributed to the achievements thus far – those who donated funding, time and physical labour, as well as island organizations and businesses. He also thanked the boards for their teamwork and enthusiasm.

There have been significant changes over the last year and the highlights were:

• April '07 – the GHCS signed a lease with Twin Beaches Centre to open an interim clinic

• June '07 – the Tour de Gabriola

• July 1st – the interim clinic opened and Dr. Francois Bosman joined the practice

• August through November saw a successful fundraising quilt raffle

bull; August 25th – the Official Opening of the Interim Clinic, attended by local dignitaries and politicians

• October through December saw active discussions with VIHA over pertinent issues, including MOCAP.

• January '08 – a new Chief Medical Officer for VIHA came on board and actually came to visit Gabriola Island and personally see what was going on

• February '08 – board members met with Minister George Abbott of the Ministry of Health; the Gabriola Health Care Foundation was formed to become the fundraising arm for Gabriola Health Care, looking to raise money both locally and through larger, philanthropic organizations; the Gabriola Health Care Auxiliary was officially formed.

• April '08 – a Memorandum of Understanding was signed by the Ministry of Health, VIHA, the GHCS and Dr.'s Hoffmann, Bosman, Harding and Mackenzie; Lawrence read from the pre-amble of this landmark agreement:

Solutions for facilitating a sustainable primary health care for Gabriola are to be based upon the following criteria:

• Meet the access and health outcome needs of patients (permanent residents, summer residents and visitors) of Gabriola

• Support the health and wellbeing of the family physicians

• Use appropriate facts and an evidence based approach

• Provide a potential model for other comparable rural communities

• Take a population based approach

• Be open and transparent

Lawrence pointed out that the Ministry is starting to see Gabriola as a place where we can try to apply the best of both worlds – what works from the old medical system and some new ideas to explore. It is also a goal to increase our equity with the other gulf islands and there may be an opportunity to gain another on-call physician through the Family Physicians for BC program.

• May '08 – the Auxiliary holds a successful Clinic Fund Run ($3000 raised); a pre-planning meeting with a professional facilitator took place to establish the format of the community workshop coming up on June 20th. Those unable to attend this workshop will also be offered a variety of ways to contribute to the formal record, such as via the website, letters, etc. The goal is to create choice and homegrown Gabriola options for healthcare.

2.0 Treasurer Harvey Graham presented the financial reports to year-end December 31, 2007.

Moved (Don Butt/Eric Boulton): that the financial statements be accepted as presented.

CARRIED.

3.0 Gabriola Lions Club President, Linda Olsen, presented the GHCF with a $20,000 donation in support of the Emergency Treatment Room.

4.0 The Nominating Committee of Don Butt and Brenda Fowler presented the following slate for election to the Board of the Gabriola Health Care Society:

President Fay Weller

Vice-President Tracie Der

Secretary Bill Hatton

Treasurer Harvey Graham

Directors

• Ian Brownlee

• Daile Hoffmann

• Margaret Litt

• Terry Nimmon

Past-President Lawrence Spero

Appointments:

• Don Butt – Gabriola Lions Club

• Brenda Fowler – Gabriola Ambulance Society

Moved (Diana Moher/Bill Hatton): that the Nominating Committee Report be accepted.

CARRIED.

Moved (Linda Olsen/Marilyn Geater): that nominations for the board of the GHCS be closed.

CARRIED.

The presented slate was elected by acclamation.

5.0 The Nominating Committee of Don Butt and Brenda Fowler presented the following slate for election to the Board of the Gabriola Health Care Foundation:

President Lawrence Spero

Vice-President Fred Geater

Secretary Tracie Der

Treasurer Harvey Graham

Directors:

• Bill Hatton

• Bob Henderson

• Daile Hoffmann

• Margaret Litt

Appointments:

• Don Butt – Gabriola Lions Club

• Brenda Fowler – Gabriola Ambulance Society

Moved (Brenda Fowler/Eric Boulton): that the Nominating Committee Report be accepted.

CARRIED.

Moved (Fay Weller/Judith Graham): that nominations for the board of the GHCF be closed.

CARRIED.

The presented slate was elected by acclamation.

Adjournment: The meeting adjourned at 7:59 pm.

Respectfully submitted,

Tracie Der, Secretary

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Gabriola Health Care Society

Annual General Meeting

Monday, March 26th, 2007

Women's Institute Hall

The meeting was called to order at 7:11 pm.

1.0 Welcome

Vice-President Lawrence Spero (President pro tem) welcomed attendees and started the meeting by offering the board's thanks to outgoing president, Fred Geater, for his leadership and vision in initiating the society. He will be presented with a Norfolk Pine and it is hoped he will be able to return to participate as his health allows.

Lawrence then provided a brief report of the activities thus far:

• Everybody involved in the clinic from physicians, to VIHA and individual Gabriolans is contributing to making this enterprise a success. The unprecedented support from donors and volunteers on the island has amazed the board and has greatly impressed VIHA.
• We have agreement from VIHA on the nature of the interim clinic. We have discussed workload and overhead costs, etc. in the interim facility with the health authority and the physicians involved and have arrived at what all parties think is a workable arrangement to get the interim clinic up and running.
• We are awaiting the documentation confirming VIHA’s share of the rent in the interim clinic that was agreed to in principle in Victoria earlier in March.
• Other aspects of this plan, relating to potential VIHA use of the clinic also require additional information from VIHA before we can give board approval for the renovations to proceed. We hope to get this in the next 10 days.
• As guardians of the money donated to GHCS we have a responsibility to ensure that we minimize risk and maximize the benefits to the health of Gabriolans. Working with government never proceeds at a fast enough pace. We thank everyone for their patience. We are almost there.
• We also have VIHA agreement on the vision for the permanent clinic. Gabriolans will own and operate the permanent clinic. VIHA and the Health Professionals who operate out of the facility will pay rent which will cover the operating costs, building maintenance, etc.

1.1 Previous Minutes

As this was the inaugural AGM for the GHCS, there were no previous minutes.

2.0 Treasurer's Report

Harvey Graham reported that there had been $4,820 in donations since the year-end of December 31, 2006, bringing the total donations to date to almost $53,000.

2.1 GHCS Bylaws

Harvey introduced a special resolution to replace the bylaws of the GHCS to effect the following changes:

1. Provide for the election of the directors for three-year terms, with one-third to be elected each year.
2. Provide that the officers of the society will be elected by the directors.
3. Provide for the appointment of up to three directors by major partners of the society and/or other interested groups.
4. Provide that special resolutions submitted by the members for consideration at a meeting must be submitted 45 days before the date of the meeting at which they are to be considered and that such resolutions must be signed by at least twenty-five members of the society.
5. Provide that notice to the members may be by electronic mail or by publishing a notice in a local newspaper.
6. Make certain other minor housekeeping changes.

Moved (Harvey Graham/Don Butt): that the bylaws of the Gabriola Health Care Society be repealed in their entirety and replaced with the attached bylaws dated March 26th, 2007. CARRIED

3.0 Election of the Board

Don Butt, Nominating Committee lead the election of the board. The following were elected to the board by acclamation:

• President Lawrence Spero
• Vice-President Fulvio Limongelli
• Secretary Tracie Der
• Treasurer Harvey Graham
• Directors
• Daile Hoffmann
• Margaret Litt
• Diana Moher
• Fay Weller
• Appointments:
• Don Butt – Gabriola Lions Club
• Brenda Fowler – Gabriola Ambulance Society

Adjournment: The meeting adjourned at 7:53 pm.

Respectfully submitted,

Tracie Der, Secretary

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