Board Meeting Minutes

American Academy of Emergency Medicine
Minutes of Board of Directors Meeting
Rosemont, Illinois
May 3-4, 2003

IN ATTENDANCE: Joseph Wood, MD, JD; Robert McNamara, MD; A. Antoine Kazzi, MD; Tom Scaletta, MD; Howard Blumstein, MD (May 4, 2003); William Durkin, Jr., MD; Larry Weiss, MD; Geoffrey Mitchell, MD; Raymond Roberge, MD; Kevin Rodgers, MD (May 4, 2003); Ghazala Sharieff, MD. Absent: Carol Barsky, MD; James Li, MD; Jason May, MD. Staff: Kay Whalen and Beth Wilson.

May 3, 2003

Dr. Wood welcomed everyone to Chicago and reminded the Board that the focus of the day's business would be to adopt two AAEM policy statements that had previously been discussed by the Board.

Duty to Inform Position Statement

Dr. Wood then turned the Board's attention to the proposed position statement on the Duty to Inform Emergency Physicians of the Intention to Bid for Their Emergency Department Group Contract. Dr. McNamara reminded the Board that this concept had been included in the original 1968 ACEP bylaws. After some minor revisions to the draft statement that had been included in the agenda materials, Dr. McNamara moved and Dr. Kazzi seconded that the following be approved as an AAEM position statement:

Duty to Inform Emergency Physicians of the Intention to Bid
for their Emergency Department Group Contract

Activities that affect the professional life of an emergency physician are a major concern of the Academy. It is in the best interest of emergency physicians and their families to be notified should an individual or group enter into a negotiation that may adversely affect their professional practice.

The Academy therefore requires that, when a member submits or is aware that his or her group has submitted a written proposal for an emergency department contract, the member must make an effort to notify affected Academy members through the Academy. Because the Academy membership list is confidential, we will facilitate this process in the following manner:

• Notification of a bid-in-progress can be accomplished by e-mailing info@aaem.org with the identifying information regarding the affected emergency department.

• Within one week, the Academy will notify all affected members who have listed that specific emergency department as their primary workplace in their membership application. Notification will only let them know that negotiations for the contract are ongoing. The Academy will not identify the individual or group that made the bid or the member who filed this notification.

An Academy member aware that his or her group has bid on a contract and has not notified the affected emergency physicians may be subject to sanctions or removal from the Academy.

MOTION PASSED UNANIMOUSLY.

Certificate of Compliance with Fairness Position Statement

Dr. Wood then asked the Board to review the draft statement on fairness that had been included in the agenda materials. The AAEM Fairness Task Force had contributed to this document. Due to the length of this statement, the board reviewed each point individually. After revisions were made to various points in the draft statement, Dr. McNamara moved and Dr. Scaletta seconded that the following be adopted as an AAEM position statement:

Certificate of Compliance with the AAEM Policy Statements
on Fairness in the Workplace

I confirm/certify that all of the following are true:

1) With the provisional period not to exceed one year, our physician group provides our emergency physicians access to predefined due process.

2) Our physician group, or its controlling entity, has a predefined mechanism that regularly and automatically provides all our emergency physicians the detail of their own professional charges and collections. This information shall be automatically provided to the physician on a quarterly basis.

3) Our physician group provides our emergency physicians: a) a predefined and reasonable pathway to full partnership that does not exceed three years, b) the review process and criteria used to grant full partnership, c) a predefined entry and exit policy, and d) the exact distribution of all shares held in the group. For the purpose of this certificate, a full partner is defined as an equal shareholder with equal voting status.

4) Our physician group, or its controlling entity, has a predefined mechanism that regularly and automatically provides all full partners: a) the total charges and collections for the group, and b) the distribution of all group income including all management and operational expenses including coding/billing/collecting, professional liability insurance, non-physician employee salaries, and physician administrative stipends. This information shall be automatically provided to the partners on a quarterly basis.

5) Our physician group provides our emergency physicians with the details of our governance process including the method of electing leaders and new partners, appointing medical directors and administrators and revising the bylaws.

6) Our physician group does not impose post contractual restrictive covenants (i.e., non-compete clauses).

7) Our physician group, or its controlling entity, is wholly owned by practicing physicians.

8) In order to ensure compliance by the group, all full partners in the group eligible for AAEM membership will maintain such membership. As AAEM members, they will be subject to its bylaws including the code of ethics, and any available sanctions therein.

Physician groups in compliance with this AAEM certification statement may advertise their compliance and use it in their promotional materials. The physician group may advertise itself as AAEM endorsed. Such groups will automatically qualify for the AAEM job bank or display booths at AAEM conferences.

All AAEM members are entitled to request and obtain a certified copy of this original certificate from AAEM. The failure of an emergency physician group to comply with their certificate may result in charges and sanctions.

Any changes in business practices that negate the above attestation will result in prompt notification to AAEM and discontinuation of participation in the AAEM job bank, Scientific Assembly booth, and other AAEM-sponsored promotional activities.

[Name, signature, title, date, location]

Certified by Notary Public:

MOTION PASSED UNANIMOUSLY.

At this time, the Board adjourned for the evening.

May 4, 2003

Dr. Wood welcomed Drs. Blumstein and Rodgers to the meeting and briefly reviewed the policy statements that had been approved the previous day. Then he turned the Board's attention to the day's agenda.

Approval of February 20 and 23, 2003 Board Meeting Minutes

After a brief review, Dr. Durkin moved and Dr. Scaletta seconded that the February 20 and February 23, 2003 minutes be approved as drafted. MOTION PASSED UANIMOUSLY.

President's Report

Dr. Wood reported that AAEM had been invited to participate in a task force that will be revising the curriculum of Emergency Medicine residency programs. Dr. Rodgers will be representing AAEM on this task force.

Next, Dr. Wood reported that AAEM leadership had scheduled meetings with the leadership of SAEM, EMRA, CORD and AACEM during the SAEM meeting in a few weeks.

The Board then reviewed the letter that AAEM had recently received from the RRC-EM in response to AAEM's letter expressing concerns over the Tampa residency program. The Board felt that the RRC had not reviewed AAEM's concerns since the reply had been by Larry Sulton, PhD, executive director for the RRC-EM. All felt that another letter should be sent to the RRC regarding this issue. Dr. Wood asked Dr. McNamara to draft a second letter on AAEM's behalf.

Treasurer's Report

Dr. Scaletta reviewed the March 31, 2003 financial statements. He noted that income was higher than expected to date primarily due to the increase in dues income. In addition to the increase in the dues amount itself, we were also ahead of pace in paid memberships.

Dr. Scaletta also noted that the costs of this year's Scientific Assembly were down from the 2003 expenses for several reasons including the lower cost of service in New Orleans versus San Francisco and the elimination of the Friday lunch.

Although these financial statements were only through March 31, 2003, AAEM is on track for a fiscally sound year.

Membership Report

Ms. Whalen reported that the 2003 paid full voting membership total is 12.7% ahead of the 2002 pace. In addition, 164 associate members have upgraded to a full voting members at this point in time.

Dr. Roberge then reported that he been speaking with board certified physicians in Canada and learned that those physicians who were fellows of the Royal College of Physicians had completed a 5-year residency program. Dr. McNamara moved and Dr. Scaletta seconded that AAEM approve the concept of accepting Canadian physicians who were fellows of the Royal College of Physicians in Emergency Medicine as full voting members. MOTION PASSED UNANIMOUSLY. Since this will require a bylaws change, this issue will be revisited at the next Board meeting.

Legislative Report

Dr. McNamara noted that AAEM is receiving periodic reports from AAEM's lobbyist, Kathi Ream. AAEM members are subscribing to the Legislative Action Center listserve. AAEM has also utilized the mechanism which allows Dr. Wood to send a thank you message to those who respond to AAEM's requests.

Revised Expert Witness Proposal

Dr. Kazzi moved and Dr. Mitchell seconded that AAEM replace its existing Expert Witness Policy with the following:

AAEM EXPERT WITNESS ETHICS POLICY
(Proposal to replace existing policy of 5/18/02)

RESOLVED, that it shall be a violation of the ethics policy of AAEM to use one's AAEM leadership position, past or present or future, as a qualifier of clinical expertise during testimony as an expert witness against any ABEM or AOBEM certified emergency physician regarding clinical matters in a malpractice proceeding. Such testimony shall be considered a conflict of interest; and be it further

RESOLVED, by accepting a position and serving as a director or officer of AAEM one agrees to be bound by this ethics policy; and be it further

RESOLVED, that this ethics policy shall not be construed to prohibit AAEM leaders from testifying on matters of ED staffing, administration, or any other practice management issues that may be in harmony with the mission of AAEM; and be it further

RESOLVED, the AAEM board of directors may take action against any past, present or future leader of AAEM for material violation of this policy. Such action may include, but not be limited to, reprimand, censure, suspension or expulsion from AAEM.

After discussion, Dr. Kazzi withdrew his motion.

Penny v. OrthAlliance

The Board then reviewed the recent Texas federal court case that upheld the corporate practice of medicine ruling. Dr. Weiss volunteered to write an article for Common Sense regarding this case.

Terrorism Task Force Report

The Board reviewed the letter that had been sent to the CDC as a follow-up to Kazzi's in-person meeting with them.

Committees, Task Forces and Interest Groups

Dr. Rodgers then outlined his proposal to organize AAEM into committees, task forces and interest groups. The Board felt this to be an excellent guideline for AAEM. Dr. Rodgers will make some minor adjustments to this document based on the Board's discussion. Dr. Blumstein moved and Dr. Durkin seconded that the proposed committee, task forces and working group structure be approved. MOTION PASSED UNANIMOUSLY.

Malpractice Website Update

Dr. Blumstein reported that he continued to refine the proposed guidelines for the website which will post "interesting" malpractice testimony. He will present these revised guidelines at the next in-person Board meeting.

Sitges/Barcelona Meeting

Dr. Kazzi reported that there will be 8 educational tracks at the Sitges/Barcelona meeting. The budget was predicated on 700 paid registrants for the meeting. The Board agreed that this should be another exciting meeting.

Since the next in-person Board meeting will be held in conjunction with this meeting, expenses for travel to the Board meeting will be higher than other Board meetings. The Board felt that they should only be reimbursed for the travel expense of a typical Board meeting. Therefore, Dr. Scaletta moved and Dr. Blumstein seconded that the AAEM Board should be reimbursed only up to $1,100 for the September Board meeting. MOTION PASSED UNANIMOUSLY.

2004 Scientific Assembly

Ms. Wilson reported that the 2004 Scientific Assembly will be held in Miami. The Marriott hotel will provide free shuttle service to South Beach. The Education Committee is currently developing the program including the pre-conference course.

Oral Board Review Course Proposal

The Board next discussed proposal in which Dr. Goldman requested a free year of AAEM membership to those who serve as Oral Board Review Course examiners. After discussing the logistical and fiscal difficulties of this proposal, Dr. Rodgers moved and Dr. Durkin seconded that oral board examiners receive a $250 AAEM gift certificate as a token of AAEM's appreciation. MOTION PASSED UNANIMOUSLY. Dr. Blumstein will communicate the Board's decision to Dr. Goldman.

There being no further business, the meeting was adjourned.

Respectfully submitted,

Kay Whalen
Executive Director