Valley Board of Trustees MINUTES January 23, 2018

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1 MISSION STATEMENT: Valley Medical Center, the District s Healthcare System, is committed to providing access to safe, quality healthcare for the public. The District Healthcare System is integrated with UW Medicine and collaborates to ensure comprehensive, high quality, safe, compassionate, cost-effective healthcare is provided. Valley Board of Trustees MINUTES Board Members Present Erin Aboudara, Bernie Dochnahl, Barbara Drennen, Peter Evans (phone), Jim Griggs, Gary Kohlwes, Mike Miller, Lawton Montgomery, Vicki Orrico, Julia Patterson, Donna Russell, Tammy Sleeter, MD Board Members Absent Lisa Brandenburg Others Present Theresa Braungardt, Jeannine Grinnell, Wayne Manuel, Lawton Montgomery, Matt Mulder, MD, Hiroshi Nakano, Julie Osgood, Jamie Park, MD, Kalen Privatsky, Rich Roodman, Cassie Sauer, David Smith Recorder Kathryn Holland 1. CALL TO ORDER Donna Russell called the meeting to order at 1:35 p.m. 2. VOICE OF THE PATIENT Dr. Mulder shared a patient letter whose experiences during two surgical procedures at Valley were so positive and perfect that the patient was compelled to write about it. The patient was treated with dignity and respect by all persons involved, and sang praises of the helpful person at the Information Desk, to the anesthesiologist, to Dr. Unger. 3. CONSENT AGENDA AND ACTION ITEMS MOTION: Bernie Dochnahl moved to approve the consent agenda and Vicki Orrico seconded the motion. The items moved for adoption were: Minutes of November 20, 2017 Financial Vouchers/Warrants/Pay Apps Surplus Property Resolution No. 073 Resolution No. 074 The motion carried, 12-0.

2 Page 2 Resolution No. 074 is an amendment to the 403b Retirement Plan which adds a Roth component and allows participants to contribute after tax dollars to the Roth. MOTION: Vicki Orrico moved to approve Resolution No. 074 and Gary Kohlwes seconded the motion. The motion carried, EDUCATION Donna Russell introduced Cassie Sauer, Chief Executive Officer of the Washington State Hospital Association (WSHA). Ms. Sauer reported on the collaboration between WSHA and its healthcare members. The focus of her report was on Federal policies for safety and quality. The WSHA mission is to support its members in achieving their missions and improving the health of their communities, combined with their vision of striving for exceptional health outcomes in Washington communities by focusing on high quality, health communities and sustainable costs. WSHA represents all the hospitals in Washington state providing a powerful unified front in Washington, D.C. legislature. The Affordable Care Act in Washington has led to approximately 720,000 residents getting health insurance, along with the expansion of Medicaid affecting an additional 600,000. Washington s uninsured rate dropped after expansion but although more are insured, Medicaid pays below the cost of care. The Board expressed concern with sustainability of rural/smaller hospitals, electronic medical records, and costs. There was further discussion regarding state politics, the budget, financing of healthcare at the state level, the Democrats taking control of the Washington State Senate in 2018, and reasonable changes to charity care laws. Ms. Sauer concluded by drawing attention to contributing to the WSHA Political Action Committee which provides funds for running candidates for office. Mr. Roodman mentioned that Cassie has been and is quite effective in her legislative work in Olympia and thanked her for her presentation. 5. COMMITTEE REPORTS Executive Committee Rich Roodman introduced Julie Osgood, Vice President Clinic Operations, who has taken Paul Larson s place on an interim basis. Mr. Roodman then introduced Kalen Privatsky, who has spent the last 12½ years at Proliance Orthopedic Associates in Renton, has completed several projects with Valley over the years, and noted that Proliance is negotiating a joint venture. Mr. Privatsky will join Valley on April 2, 2018, as Senior Vice President of Ambulatory Services. Mr. Privatsky stated he looks forward to working with everyone and is honored to be part of the team. Donna Russell welcomed the two newest Commissioners, Erin Aboudara and Jim Griggs, to their first Board Meeting. Each of the Board Members and the Administration introduced themselves to the new Commissioners. Ms. Russell reported there was no Board Meeting in December and provided a brief overview of the December 12, 2017, Executive Committee meeting, which included certificates of need,

3 Page 3 hiring of Paul Larson s replacement (Kalen Privatsky), and the 2018 Board s educational plans to attend an Estes Park conference and hold a follow up retreat locally. Finance, Facilities & Audit Committee Mike Miller provided a recap of the FF&A meeting, including a summary of the December financials. Total operating revenue was $54 million and $744,000 over budget. Total expenses for salary and benefits was under by $1.3M. Income from operations was $1M against a budgeted loss of $1.02M for a $2M positive variance. Non-operating income was at budget and net income was $2.6M vs a budget of $582,000 for a positive variance over $2M. Net income YTD $13.3M. Cash on hand was 112 days. Cash has been spent to expense the parking garage and will continue to be spent through April and then hopefully build back up. Donna Russell reported that due to the positive effects of Valley s 2020 Clear Vision Plan, members of the UW Medicine Finance Committee may visit Valley, tour the hospital, and become more familiar with our organization. Joint Conference Committee Bernie Dochnahl gave the new Commissioners an overview of the purpose for the Joint Conference Committee, highlighting the approval of physician credentialing while looking for anything out of the ordinary. Monthly review of dashboard quality measurements translate into how the patients are being cared for. Special reports on ambulatory, quality, and safety are also presented to the committee along with tours of various departments to further educate committee members. The new members were invited to attend the meetings, and Vicki Orrico highly recommended both the JCC and FF&A committees to new members. The Committee Chair inquired as to why credentialing materials were not included in the Board packet. It was noted for the record that JCC credentialing details are included in the Joint Conference Committee packets and minutes, not the Board meeting packets which all Board members receive. Dr. Park further explained data collection and a recent report the Board received from Scott Thomassen and Pam DeVol, two of Valley s data analysts. Their reports are created from actual services provided using EPIC which facilitates an accurate gathering of data across numerous sources including billing, the clinics and the hospital. It was also noted that 139 data feeds are shared weekly, monthly and quarterly with UW Medicine. Dr. Mulder added that from a clinical perspective, continuity of care has become quite impressive across the larger healthcare facilities in the Northwest within the last 5-6 years with the advent of EPIC. Donna Russell reported briefly regarding hosting the UWMC Finance Committee chair, Peter van Oppen, at some future date to review Valley s EPIC data program. 6. INFORMATION REPORTS UW Medicine Update: Rich Roodman spoke to the CHSO Report and explained the role of that position and its connection to Dr. Ramsey as his designee to the Valley Board membership. Lisa Brandenburg, UW Medicine s Chief Health Services Officer, is Paul Ramsey s new designee on the Valley Board replacing Dr. Brian Goldstein. Ms. Brandenburg was not able to attend this Valley Board

4 Page 4 meeting but will do so at the February 26 meeting. She worked previously at UWMC, then at Children s Hospital. Mr. Roodman stated the UWMC Internal Audit is still underway and understands the results will be out in a month or so. Board of Commissioner Update: The newly appointed President of the Board of Commissioners, Lawton Montgomery, reported holding two Commissioner meetings in December to discuss the tax levy and pass the corresponding resolution. He reported on the Board vacancy created by Dr. Monson which was filled with the appointment and swearing in of Jim Griggs on December 19, Mr. Montgomery also report that at the January meeting, the newly elected Commissioner, Erin Aboudara, took the oath of office and new officers were elected. The new officers of the Board of Commissioners are: Lawton Montgomery, President, Dr. Tamara Sleeter, Vice President, and Jim Griggs, Secretary. Administrative Update: Rich Roodman summarized various areas that were reported on the December Operational Update; recapping financial information reported at the FF&A Committee; the impact of urgent care clinics with 100,000 visits; the pursuit of a collaborative joint venture with Proliance; and the Board Letter to the Community. The previous evening s groundbreaking ceremony for the new Medical Office Building was described. Board member, Peter Evans, inquired about the status of the revised Boeing ACN. Hiroshi Nakano stated he expects to begin receiving data soon in order to provide rough estimates as to how Valley will form a new arrangement. Valley s enrollment has been decreasing, and overall enrollment has been increasing throughout the entire ACN and the ACO for state employees. Mr. Evans also inquired regarding the joint venture with Proliance and their contract with Premera. Rich Roodman turned to Kalen Privatsky for a response who commented that Proliance will not be pulling out of any networks and has renewed several relationships including Premera. David Smith reported on a housekeeping matter regarding the Board s Annual Conflict of Interest Policy. Trustees must complete the disclosure form on an annual basis on or before June 30. Incoming Trustees are required to complete the disclosure prior to being seated on the Board and on or before every June 30 thereafter. The forms were completed by the Trustees and collected at the meeting. Jeannine Grinnell reported on a story that appeared last year related to a charity care survey performed by reporters posing as different types of patients, Spanish and English speaking. Valley was called and the financial group performed perfectly. Related to that, Valley must routinely brief the Board regarding all the financial policies and applications to ensure proper communication with the Board on compliance measures. This is also related to the Community Health Needs Assessment (CHNA). Valley must identify the top eight languages spoken in the region and have financial assistance documents available in those languages. Valley is diligent in following all the financial assistant policies and grants charity to those qualified individuals. VMC has a strong financial access group that aids in accessing all resources for care to those in need. Valley also uses an interpreter service group to communicate with 100+ languages.

5 Page 5 7. OLD/NEW BUSINESS Chair of the Board: Donna Russell stated a Letter to the Community was distributed mid-december and plans are in place to report quarterly. It was requested that the full Board be added to the distribution list. Bernie Dochnahl requested that a special update note be added in the letter to the community regarding the Cancer Care Center. Ms. Russell updated the Board regarding the placement of the commemorative plaques in the Healing Garden for retiring senior staff member, Paul Larson, and Dr. Bob Thompson. The wording on the plaques was read. The Estes Park San Antonio Educational Conference, scheduled April 22-25, 2018, was reviewed. Topics of interest at the conference will be healthcare reform; CIN s concept to reality; multiple sessions on hospital strategy; wellness; bundling and reimbursement quality; etc. The new Commissioners and all Trustees were encouraged to attend. The February and March Board Education calendar segments were discussed. Bernie Dochnahl commented on a Puget Sound Energy initiative called Energize Eastside. The project will rebuild a new substation and upgrade approximately 18 miles of existing transmission lines from Redmond to Renton. 8. ADJOURNMENT The meeting adjourned at 3:48 p.m. Respectfully submitted, Kathryn Holland Executive Assistant to the CEO and Board of Trustees Valley Medical Center All reports and presentations reviewed by this committee were in draft format, unless otherwise noted in these minutes.

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