Board Meeting Minutes

American Academy of Emergency Medicine
Minutes of Board of Directors Meeting
Rosemont, Illinois
November 13, 2004

In Attendance: A. Antoine Kazzi, MD; Joseph Wood, MD, JD; William Durkin, Jr.; Robert McNamara, MD; Howard Blumstein, MD; Tracy Boykin, MD; Anthony DeMond, MD; James Li, MD; Raymond Roberge, MD; Kevin Rodgers, MD; Larry Weiss, MD, JD; Joel Schofer, MD. Absent: Tom Scaletta, MD; Ghazala Sharieff , MD ; Richard Shih, MD. Guests (partial attendance): Tobey Williams, MD; David Hambright; Deanna Breaux; Mark Reiter, MD; Ziad Kazzi, MD. Staff: Kay Whalen, Helen Kopec and Tom Derrene.

Dr. Kazzi thanked everyone for coming and introduced the staff present to the board. He then turned the board's attention to the first agenda item.

Approval of September 20, 2004 Minutes

Dr. Rodgers moved and Dr. Durkin seconded that the September 20, 2004 conference call minutes be approved as drafted. MOTION PASSED UNANIMOUSLY.

President's Report

Dr. Kazzi updated the board on the strategy that will be used to stop the recognition of BCEM in Florida.

Drs. Kazzi and Wood had met with the leadership of CORD and SAEM. These organizations plan to have formal meetings during the AAEM Scientific Assembly.

Dr. Kazzi also reported that he had been informally approached by ACEP to determine if AAEM would be willing to participate in an emergency medicine federation. After discussion, Dr. Rodgers moved and Dr. Kazzi seconded that AAEM would be interested in exploring a federation of professional independent emergency medicine physician organizations. MOTION PASSED 9-2-1.

EMPAC

Dr. Kazzi then asked AAEM's guest, Dr. Tobey Williams to update the board on a malpractice insurance product that would be beneficial for democratic groups. Dr. Williams outlined the benefits of the program that is physician formed and owned. After a lengthy discussion between Dr. Williams and the board, Dr. Blumstein moved and Dr. DeMond seconded that AAEM endorse the EMPAC product and allow MGIS to have marketing access to our members. MOTION PASSED UNANIMOUSLY.

PhyAmerica Insurance Update

The board then discussed the fact that AAEM has been contacted by physicians who have learned that due to PhyAmerica bankruptcy, the malpractice insurance coverage of these physicians is not what had been expected. Dr. Wood moved and Dr. Kazzi seconded that AAEM investigate this situation and empower the executive committee to determine the best way to publicize or take action on this situation. MOTION PASSED UNANIMOUSLY.

At this point, Dr. Williams, Mr. Hambright and Ms. Breaux left the meeting and the board once again turned its attention to the president's report.

President's Report

The board discussed the need to improve the accuracy of AAEM's database. Dr. Wood moved and Dr. Roberge seconded that up to $5,000 be spent to improve the accuracy of AAEM's database. MOTION PASSED 11-1.

Dr. Kazzi then updated the board on various other issues including AAEM on-line subscriptions to JEM, the increase in AAEM's D & O coverage, the possibility of a Management Academy, the establishment of a Speakers Bureau, the progress on the EMS cope of practice document and the 2005 Mediterranean Congress. The AAEM Business Course in San Francisco had been quite successful. The 2005 Winter Ski conference was also expected to be a success.

Treasurer's Report

Dr. Durkin reviewed the September 2004 financial statements and stated that his goal as treasurer was to maintain financial stability. Dr. Durkin moved and Dr. Rodgers seconded that the treasurer's report be accepted as presented. MOTION PASSED UNANIMOUSLY.

Dr. Durkin then outlined the 2005 proposed budget. This budget will again be discussed and approved at the end of the meeting.

Membership Report

Ms. Whalen reminded the board that those who joined AAEM after October 1st would have their membership dues credited to the succeeding year. She also noted that full voting membership had increased over 4% between 2003 and 2004.

Minnesota Corporate Practice of Medicine Violation

Dr. McNamara reported that AAEM had sent a letter to the Minnesota attorney general highlighting this state's corporate practice of medicine statutory law and how this is violated by contract management companies. This would be an interesting case for AAEM to pursue since CMGs have little presence in this state. Dr. Wood moved and Dr. Roberge seconded that AAEM authorize up to $50,000 to 1) engage an attorney in Minnesota to determine the best strategy for AAEM to fight the corporate practice of medicine in that state, 2) appoint Dr. McNamara as the board liaison in this matter, and 3) allow the executive committee to act on this matter between board meetings. MOTION PASSED UNANIMOUSLY.

AAPS Legal Complaint

The board then discussed an ad that had recently appeared in EM News that stated that AAPS is "one of the largest emergency medicine boards." The board asked Ms. Whalen to contact EM News and make them aware of the fact that the state of California has ruled that only boards accredited by ABMS can advertise themselves as board certified in that state.

Syllabus versus CD-ROM at Scientific Assembly

Staff had suggested that AAEM consider providing a syllabus on CD rather than in paper form for the Scientific Assembly. The board felt that the paper syllabus was preferable and suggested that a sponsor be solicited for the syllabus.

FTC Draft Consensus Plan

Dr. Weiss had drafted an antitrust compliance plan to be considered by the board for adoption. Various aspects of the plan were discussed. Dr. Weiss will make revisions to the plan and once again ask for the board's approval.

Conference Endorsement Guidelines

The executive committee had been discussing the language suggested by the subcommittee to determine which conferences and courses would be endorsed by AAEM. Dr. McNamara moved and Dr. Durkin seconded that AAEM would use the following phrase:

AAEM will not endorse or support a program that has content or sponsors that are judged not in keeping with the mission and principles of AAEM.

in its conference and endorsement guidelines. MOTION PASSED UNANIMOUSLY.

Bylaws Changes

Dr. Kazzi then thanked Dr. Li for his time and efforts on the proposed bylaws changes that were about to be discussed. This had been a huge undertaking. Dr. Li moved and Dr. Roberge seconded that the following be adopted as the AAEM bylaws:

Revised November 13, 2004

Bylaws of the American Academy of Emergency Medicine

Article I: Name
The name of the corporation is the American Academy of Emergency Medicine, hereinafter referred to as "the Academy" or "AAEM."

Article II: Offices
The principal office shall be at such location as the officers of the Academy shall determine.

Article III: Objectives and Powers
3.1 Exempt Status
The Academy has not been formed for pecuniary profit or financial gain, and no part of the assets, income, or profit of the Academy shall be distributed to or will inure to the benefit of any of the Academy's officers or directors or to any shareholder or individual except to the extent permitted under law.

3.2 Purpose and Mission Statement
The Academy is constituted and formed for the purposes of conducting research; providing professional and public education; restraining the cost, improving the quality, and promoting the integrity of the practice and management of emergency medicine in the United States (including without limitation the development, publication, and promotion of appropriate branches and professional standards in the emergency medicine industry); and performing any other act or thing incidental to or connected with the foregoing purpose or in advancement thereof, but not for the pecuniary profit or financial gain, except as permitted under the Wisconsin Nonprofit Corporation Act. In furtherance of its corporate purposes, the Academy shall have all general powers enumerated in said Act. 

Mission Statement
1. Every individual should have unencumbered access to quality emergency care provided by a specialist in emergency medicine.

2. The practice of emergency medicine is best conducted by a specialist in emergency medicine.

3. A specialist in emergency medicine is a physician who has achieved, through personal dedication and sacrifice, certification by either the American Board of Emergency Medicine or the American Osteopathic Board of Emergency Medicine.

4. The personal and professional welfare of the individual specialist in emergency medicine is a primary concern to the Academy.

5. The Academy supports fair and equitable practice environments necessary to allow the specialist in emergency medicine to deliver the highest quality of patient care. Such an environment includes provisions for due process and the absence of restrictive covenants.

6. The Academy supports residency programs and graduate medical education, which are essential to the continued enrichment of emergency medicine and ensure a high quality of care for patients.

7. The Academy is committed to providing affordable high quality continuing medical education in emergency medicine for its members.

3.3 Powers
The Academy shall have all the powers of a corporation organized not for pecuniary profit, as are now or shall hereafter be conferred by the statutes of the state of Wisconsin. The Academy shall not have capital stock and no money received by the Academy shall inure to the pecuniary benefit of a member of the Academy, or to those individuals with any connection to the Academy, which would prevent the Academy from being treated as a tax exempt corporation by the Internal Revenue Code. Actual expenses and compensation for services rendered to the Academy may be paid to a member of the Academy or to any other person who incurs an expense or renders a service.

3.4 Duration
The term of existence of the Academy shall be perpetual unless dissolved according to law.

Article IV: Membership and Privileges
4.1 Classes of Membership
There will be seven classes of membership: voting, associate, resident or fellow, emeritus, international, honorary international, and student.

4.2 Voting Membership
Full voting membership requires certification in emergency medicine or pediatric emergency medicine by the American Board of Emergency Medicine, the American Osteopathic Board of Emergency Medicine, or the Royal College of Physicians and Surgeons of Canada. Those members formerly qualified as lifetime members are also considered full voting members. A voting member of the Academy shall be entitled to vote to change the bylaws in accordance with Article XII, and to vote for officers and directors, except for associate member directors and resident representatives.

4.3 Associate Membership
Associate membership is limited to graduates from an Accreditation Council on Graduate Medical Education or American Osteopathic Association approved emergency medicine training program. Associate members shall be entitled to vote for the associate member director.

4.4 Resident or Fellow Membership
A resident or fellow member must be a resident or fellow in emergency medicine at an accredited residency program. Resident and fellow members may vote for positions within the Academy's resident section. Such members shall also be entitled to vote for the resident representative to the board of directors.

4.5 Emeritus Membership
Any Academy member who has been in good standing for a period of three or more years and is at least 65 years of age is eligible to become an emeritus member . Application to become an emeritus member shall be made to the board of directors. Emeritus members who otherwise meet the requirements of full voting membership shall be entitled to vote or hold office.

Special circumstances such as active military service, disability leading to early retirement, and the like, may lead to a request for emeritus membership. Such a request will be reviewed on a case-by-case basis by the board of directors.

4.6 International Membership
International member status is available for those physicians with an interest in emergency medicine who practice outside of the United States or Canada. International members shall have no right to vote.

4.7 Honorary International Membership
An honorary international membership is available to presidents of international societies. Application to become an honorary international member shall be made to the board of directors. Honorary international members shall have no right to vote.

4.8 Student Membership
A student member must be a medical student at an accredited medical or osteopathic program. Student members may vote for a student representative to the Academy's resident section, but shall have no other right to vote.

4.9 Fellowship Status
Fellowship will be conferred based on criteria set by the officers and board of directors of the Academy. Fellows shall be authorized to use the letters "F.A.A.E.M." in conjunction with professional activities.

4.10 Membership application
Each applicant for membership shall submit an application to the Academy in such form as may be determined by the Academy from time to time. The Academy does not discriminate against or give preference to members based on race, color, religion, age, sex, national origin, handicap, ancestry, sexual orientation, or marital status.

4.11 Obligations of Members
By virtue of membership, each member of the Academy agrees to be bound by these bylaws and all lawful rules and practices adopted by the board of directors of the Academy.

4.12 Action on Behalf of the Academy
Only the officers of the Academy, the board of directors of the Academy, and other authorized agents of the Academy may state policies or positions on behalf of the Academy.

Article V: Resignation
Any member may withdraw from the Academy after fulfilling all obligations to it by giving written notice of such intention to the secretary-treasurer, which notice shall be presented to the board of directors or executive committee by the secretary-treasurer at the first meeting after its receipt. Upon resignation, the individual is no longer entitled to use the initials "F.A.A.E.M." in conjunction with professional or any other activities.

Article VI: Assessments
6.1 Dues
Annual dues shall be determined by the officers and board for the ensuing year. Dues will be reduced for associate, resident or fellow, emeritus, international, and student members. No dues will be required for honorary international members.

6.2 Non-Payment
The executive director shall establish policies with regard to nonpayment of dues.

Article VII: Meetings
7.1 Annual and Special Meetings
There will be a Scientific Assembly that will be planned on an annual basis and other meetings throughout the year as circumstances and needs dictate as determined by the executive committee. Special meetings may be called by the executive committee at its discretion.

7.2 Voting
Any voting member may be represented in person or by proxy at any meeting, but each voting member shall be entitled to only one vote.

Article VIII: Officers and Board of Directors
8.1 Officers
The officers of the Academy will consist of a president, immediate past president, vice president, secretary-treasurer and past presidents council representative. These officers are responsible for the day-to-day operations of the Academy.

8.2 Board of Directors
The board of directors shall consist of the Academy's president, immediate past president, vice president, secretary-treasurer, past presidents council representative, a resident representative, and no more than nine other directors, including an associate member director. The board of directors is responsible for the direction of the Academy and long-term planning.

8.3 Election Procedure
Any Academy member may nominate another member (including him or herself) for an open position on the board of directors. Except for the associate member director and resident representative, only voting members may run for open board positions.

Nominations may be made during a period that will end 90 days before the start of the next Scientific Assembly. Voting will be undertaken by written ballot: one vote per person, either in person at the Scientific Assembly or by proxy. Each voting member shall have one vote for each open position of president, vice-president, secretary-treasurer, and each open director position, except for the positions of associate member director and resident representative, which are elected by the associate and resident memberships, respectively. Each associate member shall have one vote for the open associate member director position. Each resident member shall have one vote for the resident representative. Each open board position will be filled by the nominee receiving the most votes. An uncontested open position will be filled by the nominee regardless of the number of votes received for that position. Elections will be completed during the Scientific Assembly. Officers and directors will take their posts at the conclusion of the meeting.

8.4 Terms of Office
The term of a president, vice-president, secretary-treasurer, and past presidents council representative is two years. The term of a director is three years. The term of an associate member director and resident representative is one year. Term limitations are established at two consecutive terms for each office.

8.5 Rules of Succession
Officers and directors shall hold office until a successor has been duly elected and takes office. In the event of a vacancy in the offices of vice president, secretary-treasurer or director due to death, resignation, or otherwise, the position shall be filled by appointment of the president and must be approved by the board of directors. In the event of similar vacancy in the office of president, the vice president will assume command for the unexpired term. If he or she is unable to take over the role of president, then succession falls to the secretary-treasurer of the Academy. In the event of any succession, the succeeding officer will be eligible at the completion of the unexpired term of his or her predecessor for election to two full terms in that position.

8.6 Meetings of the Board
Meetings of the board of directors shall be open to the members of the Academy. A closed executive session may be called by the board for just cause, but all voting must be in open session by open ballot. Special meetings of the board of directors may be called by or at the request of the executive committee, any four directors, or at the request of 20 percent of all of the voting members of the Academy. Any member of the Academy may submit any resolution or item for discussion and vote at any of the board meetings.

8.7 Quorum
At any meeting of the board of directors, a majority of the directors shall constitute a quorum for the transaction of business.

8.8 Resignation
A director or officer may resign at any time by giving written notice to the board, the president, or the secretary-treasurer of the Academy. Unless otherwise specified in the notice, the resignation shall take effect upon receipt thereof by the board or such officer, and the acceptance of the resignation shall not be necessary to make it effective.

8.9 Presumption of Assent
A director of the Academy who is present at a meeting of the board of directors at which action on any corporate matter is taken shall be presumed to have assented to the action unless his or her dissent to such action is registered with the person acting as secretary of the meeting before adjournment thereof or unless he or she shall forward such dissent by registered mail to the secretary-treasurer of the Academy immediately after the adjournment of the meeting. Such right to dissent shall not apply to a director who voted in favor of such action.

8.10 Majority Action
Except as otherwise provided in these bylaws, every act or decision done or made by a majority of officers and directors present at any meeting duly held at which a quorum is present shall be the act of the board of directors. Voting may also be conducted by electronic mail.

8.11 Executive Director
The board of directors shall appoint an executive director. The executive director shall, under the direction of the board, perform duties as the title of the office ordinarily connotes. The executive director shall keep an accurate record of the minutes and transactions of the board, and shall serve as secretary to this body. The executive director shall supervise all other agents of the Academy and have such other powers and duties as may be prescribed by the officers and directors.

8.12 Removal of an Officer or Director
Any officer or director may be removed from office by a vote passed by at least three-quarters of the entire board of directors. A recall requires a petition by one-third of the entire board of directors or ten percent of active membership. If an officer or director misses three consecutive meetings of the board, the board may then, at its discretion, declare the position to be vacant.

8.13 Board Certification
Members of the board of directors are required to maintain their board certification status throughout the length of their terms of office. Any board member who allows his or her board certification status to expire will automatically be retired from the board.

8.14 Past Presidents Council Representative
This council shall consist of all past presidents of the Academy. The council will meet immediately following an Academy officers' election to elect one of its members to become a voting participant on the Academy executive committee and board of directors.

Article IX: Committees of the Board
9.1 Executive Committee
The executive committee shall consist of the president, immediate past president, vice president, secretary-treasurer and past presidents council representative. The executive committee shall have the authority to act on behalf of the board subject to ratification by the board. The executive committee shall meet at the call of the president, vice president or secretary-treasurer. A report of its actions shall be given to the board. Any tie vote of the executive committee may be decided by the president.

9.2 General Committees
The executive committee may appoint committees and task forces to address issues of the Academy. Meetings shall be at the discretion of the committee chair. Each committee chairperson is responsible for an annual report to the officers and board of directors.

9.3 Ethics Committee
The executive committee may appoint a special committee for ethics to address issues concerning the Academy's code of ethics. Meetings of the ethics committee shall be at the discretion of the committee chair.

Article X: Accountability
10.1 Records
Minutes of the meetings of the board and books of account shall be open to inspection by any member of the Academy.

10.2 Rules of Order
The Academy shall follow Dr. James E. Davis' Rules of Order.

Article XI: Indemnification
The directors and officers of the Academy shall not be personally liable for any debts, liabilities, or other obligations of the Academy. The Academy shall defend current and former directors and officers against all claims, suits, actions, or other proceedings which arise as a result of such persons' position with the Academy. The Academy shall hold harmless and indemnify each director and officer for reasonable expenses and liabilities incurred in all such proceedings. The Academy may maintain insurance, at its expense, for these purposes.

Article XII: Amendments to Bylaws
These bylaws may be amended, repealed or altered in whole or in part by a vote passed by at least two-thirds of the entire board of directors or at least two-thirds of the voting members of the Academy.

Article XIII: State Chapters
13.1 Chapters
The Academy may grant charters to its chapters. Only one chapter shall be chartered in any one region. Each chapter will define the region it represents. In some cases, states may have more than one chapter. In other cases, multiple states may belong to one chapter. Chapters will incorporate as soon as feasible. The board of directors may approve other forms of charters.

13.2 Chapter Bylaws
Chapters are to write their own bylaws, and these must conform to the bylaws of the Academy. No charter shall be issued until the chapter bylaws are approved by the executive committee or the board of directors of the Academy. No chapter is permitted to act on behalf of the Academy without express written permission from the executive committee or the board of directors of the Academy.

13.3 Membership
The membership categories of a chapter must conform to the membership categories of the Academy. Members of a chapter will be encouraged but not required to join the Academy. Chapter membership will not entitle the person to any benefits of Academy membership. Members of the Academy will be encouraged but not required to join a chapter, if eligible for such membership. A member may join any chapter for which they meet the membership requirements providing the member pays the appropriate dues for each chapter.

13.4 Dues and Assessments
Each chapter shall design its own dues structure. The dues structure does not have to be graded for different classes of membership. Dues are to be kept reasonable and are subject to approval of the executive committee or board of directors of the Academy.

13.5 Charter Suspension-Revocation
The charter of any chapter may be suspended or revoked by a vote passed by at least two-thirds of the entire board of directors when the actions of a chapter are deemed to be in conflict with the bylaws, ethical principles, or the mission of the Academy.

Any member of the Academy or the chapter may file written charges against any chapter with the executive director of the Academy. Such charges must detail the specific issues and be signed. The board of directors will review the charges at its next meeting and either dismiss the charges or proceed with an investigation of the charges. The board of directors may dismiss the charges at any time during the investigation. The investigation will include written notification to the accused chapter of the charges, submission of additional material by both parties and a hearing before the board of directors of the Academy. The board of directors will render a decision regarding the matter within 30 days of the hearing. If the charter is revoked, the former chapter will take whatever steps are necessary, including name change, to eliminate any suggestion of a connection with the Academy.

Article XIV: Code of Ethics
14.1 Purpose
The code of ethics of the Academy applies to the Academy and its members and is enforceable solely by the Academy. The primary purpose of this code of ethics is to support the Academy's mission statement. The rules and policies of ethics set forth below are mandatory and specific standards of conduct for all members of the Academy in any class of membership. The rules of ethics are enforceable by the Academy.

14.2 Member Conduct
a. Compliance with applicable rules. Members of the Academy shall at all times comply with the following:

b. Discipline by other bodies. Any:

14.3 Commercial Relationships

A member's clinical judgment shall not be affected by an economic interest in, commitment to, or benefit from professionally related commercial enterprises.

14.4 Disclosure of Conflicts of Interest
The established policy of the Academy is to require of its officers, directors, committee chairpersons, and senior staff appropriate disclosure from time to time declaring any relevant conflict of interest between their Academy positions and involvement with outside organizations. Such involvements are ones that may directly or indirectly:
a. have significant economic transactions with the Academy;
b. have objectives inconsistent with the purposes of the Academy;
c. market products or services to members of the Academy; or
d. market products or services to medical patients.

14.5 Policy and Procedures Regarding Actual or Potential Conflicts of Interest
In order for the Academy to most effectively further its mission and to otherwise maintain its excellent reputation in the medical community and with the public, it is important that confidence in the Academy's integrity be maintained and that the Academy's decisions and actions not be unduly influenced by any special interests of individual members. This policy seeks to identify actual or potential conflicts of interest which might improperly affect Academy activities. Specifically, this policy seeks to cover the following three types of possible conflicts of interest:

a. Interests which may affect or be affected by significant economic transactions to which the Academy is or may be a direct party (i.e., ownership by an Academy officer of a company from which the Academy makes major purchases of goods or services);

b. Interests which might cause a representative of the Academy to abuse an Academy position in order to achieve objectives which are inconsistent with the purposes of the Academy; and

c. Interests which do not relate directly to an interest of the Academy as an organization but bear significantly on issues of importance to the Academy membership and about which different components of the Academy membership might hold widely differing views.

14.6 Administrative Procedures
Administrative procedures form the third part of the code of ethics. These procedures provide for the structure and operation of the ethics review process and they set forth procedures to be followed by the board of directors of the Academy in handling inquiries or challenges raised under the rules of ethics. All members of the Academy are required to comply with these procedures. Failure to cooperate with the board of directors in a proceeding on a challenge may be considered by the board of directors according to the same procedures and with the same sanctions as failure to observe the rules of ethics.

14.7 Inquiries and Challenge

a.  Preliminary review and disposition. A submission involving this code of ethics (a "submission") may consist of:

b.  Submissions may be considered without regard to their means or form of submission. Submissions relating to information not in the public domain are not considered unless they are submitted in writing and signed by their submitters. Submissions may be made by any person or entity, regardless of whether an Academy member, including without limitation, other physicians, healthcare institutions, healthcare reimbursers, allied health professionals, patients or organizations representing any of the above. Upon preliminary review of a submission, the president may conclude, in the executive committee's discretion, that the submission:

In the event of any such conclusion by the president, the submission shall be disposed of by notice from the president to its submitter.

14.8 Investigation
For each submission involving this code of ethics that the president concludes is valid and actionable, the board of directors shall conduct an investigation into its specific facts or circumstances to whatever extent is necessary in order to clarify, expand or corroborate the information provided by the submitter. A member of the Academy who is the subject of a challenge shall be informed in writing at the beginning of the investigation as to:

a. the nature of the challenge;
b. the obligation to cooperate fully in the investigation of the challenge; and
c. the opportunity to request a hearing on the challenge before the board of directors.

Investigations involving challenges shall be conducted in confidence, with all written communications sealed and marked "personal and confidential," and they shall be conducted objectively, without any indication of prejudgment. An investigation may be directed toward any aspect of an inquiry or challenge which is relevant or potentially relevant. The investigation may include one or more site visits and informal interviews with the member who is the subject of the challenge.

14.9 Determination of Non-Observance
The board of directors shall make the determination whether a member of the Academy has failed to observe the rules of ethics in this code and shall impose an appropriate sanction upon the recommendation of the ethics committee arising from a challenge and following an investigation.

14.10 Sanctions
Any of the following sanctions may be imposed by the board of directors upon a member of the Academy who the board of directors has determined has failed to observe the rules of ethics, although the sanction applied must reasonably relate to the nature and severity of the non-observance, focusing upon reformation of the conduct of the member and deterrence of similar conduct by others:

a. reprimand the member, with publication of the determination but not the member's name;
b. suspend the member from the Academy for a designated period, with publication (at the discretion of the board of directors) of the member's name; or
c. terminate the member's membership with the Academy, with publication of the determination and of the member's name.

In addition to and not in limitation of the foregoing, in any case in which the board of directors determines that a member of the Academy has failed to observe the rules of ethics, the board of directors may impose the further sanction that the member shall not be entitled to sponsor, present, or participate in a lecture, poster, film, instruction course, panel or exhibit booth at any meeting or program of or sponsored by the Academy for a period of up to five calendar years from and after the effective date a sanction is imposed for the first time upon him or her.

Members of the Academy who are suspended are deprived of all benefits and incidents of membership during the period of suspension.

14.11 Appeal
Within 30 days after receipt of notice of a determination by the board of directors that a member of the Academy has failed to observe the rules of ethics in this code and of imposition of a sanction, the affected member may submit to the board in writing a request for an appeal. In such event, the board of directors shall establish an appellate body consisting of at least three but not more than five fellows of the Academy who did not participate in the investigation or in the board of directors' determination. The appellate body shall conduct and complete the appeal within 90 days after receipt of the request for an appeal.

14.12 Overriding Reporting Requirement
Notwithstanding anything expressly or apparently to the contrary contained in this code of ethics, the Academy shall report such information to such agency or agencies, and in such form and manner and frequency as may from time to time be prescribed by the Healthcare Quality Improvement Act of 1986 and by regulations promulgated thereunder, all as from time to time amended, as may be necessary for the continued availability to the Academy of the protection from liability for damages afforded by such Act.

MOTION PASSED UNANIMOUSLY.

ABEM/AOBEM Position Statement

The board then reviewed the proposed ABEM/AOBEM position statement as drafted by an AAEM member. Since this statement was redundant with the AAEM mission statement, the board did not feel the position statement should be adopted.

Patient Satisfaction Survey

The Patient Satisfaction Survey draft had been included in the agenda materials. Dr. Kazzi moved and Dr. Durkin seconded that this survey be approved by the board. After further discussion, this motion was tabled. The committee will be asked to consider the Press Ganey methodology to determine if the survey should be modified.

National Curriculum for 4th Year EM Rotation

The board reviewed the draft National Curriculum for 4th Year EM Rotation that had been drafted by a joint committee spearheaded by SAEM. Dr. McNamara moved and Dr. Schofer seconded that AAEM adopt the Emergency Medicine Curriculum Guide: 4th Year Clerkship as drafted. MOTION PASSED UNANIMOUSLY.

Residency Section

Dr. Schofer reported that the AAEM Residency Section board would be meeting the following morning. The Residency Section is currently compiling a toxicology handbook and has expanded and enhanced its presence.

The relationship between the AAEM Resident Section and EMRA was discussed. Dr. Kazzi moved and Dr. DeMond seconded that AAEM will no longer recognize any direct contact with EMRA except through the AAEM Resident Section. Dr. McNamara moved and Dr. Rodgers seconded that the preceding motion be tabled until the December conference call. MOTION PASSED 8-2-1.

ACOEP

Dr. Kazzi reported that he had met with ACOEP to see how our organizations could work together. These discussions will continue.

Wiegenstein Memorial Fund

Dr. Kazzi asked the board for their input on the appropriate memorial contribution for John Wiegenstein, MD, founder of ACEP. Dr. Kazzi moved and Dr. Durkin seconded that AAEM contribute $250 to the EM Foundation in honor of Dr. Wiegenstein. MOTION PASSED UNANIMOUSLY.

2005 Budget

The Board then turned its attention to the draft 2005 budget. Dr. Durkin moved and Dr. McNamara seconded that 2005 associate dues be increased $25. Dr. Weiss moved and Dr. McNamara seconded that the question be called. MOTION PASSED UNANIMOUSLY. The board then voted on the original motion which passed 7-4.

Dr. Kazzi then moved and Dr. Durkin seconded that the 2005 budget be approved as drafted. MOTION PASSED UNANIMOUSLY.

Closing Remarks

Dr. Kazzi reminded the board that AAEM has an aggressive agenda. Therefore, all board members and other volunteers must commit significant time and energy to the organization. He reminded the board that AAEM has limited staff and therefore board members must accomplish much on their own. Various board members reminded everyone of AAEM's accomplishments and how the organization has grown.

There being no further business, the board meeting was adjourned.

Respectfully submitted,

Kay Whalen
Executive Director