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IAHA Board of Directors Meeting

Tuesday 28 May 2013

IAHA Head Office

DRAFT MINUTES

PRESENT: Faye McMillan (Chairperson), Kylie Stothers (Deputy Chairperson), Kelleigh Ryan, Justin Cain, Thomas Brideson, Jane Havelka, Di Bakon.

In attendance: Craig Dukes (CEO), Donna Murray (Deputy CEO), Anna Leditschke.

Kerri Dickman and Monefa Rusanov attended for Agenda Item 8.

David Butt, Chief Allied Health Officer, attended for Agenda Item 11.

Penny Shakespeare and Graeme Rossiter of the Health Workforce Division of DoHA attended for Agenda Item 12.

Minute Taker: Kate Oszko (RMC Pty Ltd).

1. Welcome

Faye McMillan opened the meeting at 8.06am. She acknowledged the Traditional Custodians of the land where the meeting was taking place, being the land of the Ngunnawal people, and their elders past and present. She also acknowledged the Traditional Custodians of the lands where the Directors lived, and the nations of the Board members present and their elders past and present.

She thanked everyone for allowing the meeting to start on time.

2. Apologies

Rebecca Allnutt, Keona Wilson.

3. Conflict of Interest Declaration

None was declared.

4. Approval of Minutes - Board Teleconference 29 April 2013

Motion:That the Draft Minutes of the Board Meeting held via teleconference on 29 April 2013 be accepted as an accurate record.

Moved:Justin Cain

Seconded:Di Bakon

Carried

5. Matters arising from Minutes – Action List

Faye McMillan noted that there had been significant progress on the listed actions, even though the Secretariat was often faced with other, urgent, priorities.

5.1 Meeting 1 March 2013

· Action Item 1 (Board-in-Confidence) has been completed.

· Action Items 10, 11, 12, 14 (2013 Conference) – most of these have been completed.

· Action Item 13 (forward planning of Board meetings and Conference) will be addressed later in the meeting.

· Action Item 15 (Directors’ professional involvement / memberships) – this information has only been received from 3 Directors. Donna Murray undertook to request the information again as a reminder.

· Action Item 21 (chiropractor’s paper) – this is to be followed up with Associate Members.

· Action Item 20 (contacting a chiropractor in Kalgoorlie) – this person has yet to be identified.

· Action Item 25 (draft paper for international conference) – this will be organised after the meeting.

· Action Item 29 (role of Secretary) – Keona Wilson has advised in writing that she is not able to dedicate time to the role of Secretary. Craig Dukes stated that much of the work was already being done by the Secretariat, and that he would have the capacity to fulfil this role.

Motion:That ASIC be advised that Craig Dukes as CEO will undertake the duties of the Secretary.

Moved:Tom Brideson

Seconded:Kelleigh Ryan

Carried

5.2 Teleconference 29 April 2013

· Action Item 3 (submission of abstracts/draft Student Engagement Plan) – both are in train.

· Action Item 4 (Finance papers), 7 (Culturally Responsive Health Care paper), 11 (Congress nomination) – completed.

· Action Item 5 (Company Transfer Update) – completed, Donna Murray to provide updates during the meeting.

· Action Item 8 (Finance Audit and Risk Committee) – following the report to the meeting, the Board will be better placed to identify how it can support the Committee.

· Action Item 6 (Deed of Indemnity, Insurance and Access) – will be discussed at the meeting.

· Action Item 9 (Awards) – more work to be done on this, perhaps out of session.

Re Item 11, current Congress delegates had asked to meet with the Board, but the amount of Board business precluded this.

ACTIONS

· Donna Murray to again request Directors to advise of their professional involvement/memberships

· ASIC be advised of change of Secretary

· A standing item be added to the Agenda for the Secretary to report to the Board.

6. Chairperson’s Report

Faye McMillan provided an oral report.

· She spoke at a Rural Student Health function about working in regional and rural Australia.

· Since April a significant amount of work has been put into analysing the Draft Health Plan. Members of the NHLF have put together a blueprint suggesting how it can be more accessible at a variety of levels, and to ensure that it is a quality document. Members of the NHLF have signed a letter to the Minister, Tanya Plibersek, stating that they are not supportive of the Plan in its current state.

· Tony Hof met with Keona Wilson and Tom Brideson as the Committee on Monday 27 May. He wrote to the Board (letter tabled) asking for professional indemnity cover after his endorsement at the previous Board meeting.

Motion:That, as Tony Hof is a member of the Finance Audit and Risk Committee in a private capacity, professional indemnity insurance be extended to him.

Moved:Kelleigh Ryan

Seconded:Jane Havelka

Carried

Tony Hof’s letter also asked about continuing funding from the Department, and the possibility of a forensic audit. He advised that he did not seek remuneration, but if it were to be offered, he would donate it to a charity.

Advice from Clayton Utz is that a formal letter be sent to previous Directors advising them on their continuing responsibilities.

MotionThat a letter be drafted to be sent to all former Directors, thanking them for their contributions to IAHA, noting that IAHA is strengthening its governance procedures, and advising them of their responsibilities as former Directors. Once finalised and endorsed, this letter will be sent to all future Directors once they vacate their position.

Moved:Kylie Stothers

Seconded:Di Bakon

Carried

ACTIONS

· Professional indemnity cover for Tony Hof to be arranged

· Tony to be advised of funding and governance processes

· Letter to former directors to be drafted and circulated for Director’s endorsement.

7. CEO’s Report

Craig Dukes spoke to his tabled report. He noted that it has been a hectic time for the Secretariat. There was discussion around IAHA’s continued involvement in the National Primary Health Care Partnership. It was suggested that at the next meeting, a Board member attend as well, to underline the importance of Indigenous health.

Attached to Craig’s formal report was a copy of email correspondence from a member. The Secretariat had initially approached another member informally to provide information on their profession. This was to help with the wording on promotional brochures. This member then sent the request to other members of the profession. The email correspondence questioned IAHA processes and engagement.

It was agreed that Craig would respond to the email in writing, acknowledging the member’s contribution, and noting that contributions were always valued. His response would state that the guidelines on engagement had been put in place with the full support of the Board and that approaches to members were made to benefit IAHA and its members.

ACTION

Craig Dukes to respond to the member as outlined above as soon as possible.

8. Finance Reports – as at 31 March 2013

[Kerri Dickman and Monefa Rusanov present]

Kerri Dickman stepped through the process Board members should follow when looking at financial reports. She stated that it required very little time, it should be done before the Board meeting, and that any questions should be raised with Monefa Rusanov ahead of time if possible.

Kerri highlighted possible areas of concern, such as where the variance was great than 5%. She recommended that Board members then see if there is a high dollar amount involved. She talked about the importance of budgeting for staff development, annual leave and sick leave. Board members should be clear as to whether reports are inclusive or exclusive. Underspends and over spends should both be noted, to see if there are areas of concern. The reconciliation report does not need close examination, but it should be noted that it is being done.

[Kerri Dickman and Monefa Rusanov depart]

9. Finance, Audit and Risk Committee Report

The Committee met for the first time on 27 May 2013. Tom Brideson was nominated as Committee Chair, and the Board endorsed him in that role.

Tom summarised the content of the meeting. The Committee noted that anything relating to finance matters or perceived risk (financial or otherwise) will be forwarded to the Committee. Internal audit as well as asset disposal was discussed. A forensic audit may be recommended for the future for good governance; financial statements will be examined at the next meeting, and then risk management will be looked at the meeting after. Committee meetings will be aligned to Board meetings. The Committee Minutes will be distributed to the Board for endorsement.

10. Directors Indemnity Contracts Individual Endorsement

Finalised contracts were endorsed, as below, then signed.

[Keona Wilson not present]

Motion:That the Deed of indemnity insurance and access contract for Keona Wilson be endorsed.



Carried

[Rebecca Allnutt not present]

Motion:That the Deed of indemnity insurance and access contract for Rebecca Allnutt be endorsed.

Moved:Tom Brideson

Seconded:Kylie Stothers

Carried

[Kylie Stothers not present]

Motion:That the Deed of indemnity insurance and access contract for Kylie Stothers be endorsed.

Moved:Di Bakon


Carried

[Di Bakon not present]

Motion:That the Deed of indemnity insurance and access contract for Di Bakon be endorsed.

Moved:Jane Havelka


Carried

[Jane Havelka not present]

Motion:That the Deed of indemnity insurance and access contract for Jane Havelka be endorsed.

Moved:Tom Brideson


Carried

[Tom Brideson not present]

Motion:That the Deed of indemnity insurance and access contract for Tom Brideson be endorsed.

Moved:Justin Cain


Carried

[Kelleigh Ryan not present]

Motion:That the Deed of indemnity insurance and access contract for Kelleigh Ryan be endorsed.


Seconded:Di Bakon

Carried

[Justin Cain not present]

Motion:That the Deed of indemnity insurance and access contract for Justin Cain be endorsed.



Carried

[Faye McMillan not present]

Motion:That the Deed of indemnity insurance and access contract for Faye McMillan be endorsed.

Moved:Di Bakon


Carried

11. Guest Speaker David Butt, Chief Allied Health Officer, DoHA

David provided background to how he came to have this role. He will look at how allied health fits within the system and where it should fit. One of the priorities is prevention. Other priorities are aged care and disability. He also saw that allied health can add value to e-health. Models of care would be looked at. As he does not have an allied health background, he will appoint an Allied Health Advisor. The person will continue to practice so as to maintain currency of knowledge. The Board suggested that it be an identified position. There was discussion about how best to engage, how to make this commitment sustainable (will it continue beyond the government of the day). There was also discussion about improving educational pathways, and the contribution to the workforce. There needs to be better data and a more coordinated approach across the states.

12. Guest Speakers – Penny Shakespeare and Graeme Rossiter, Health Workforce Division DoHA

Penny advised that existing contracts would be extended for 2 years to allow consideration of the Mason Review. There was no capacity for additional funding at this stage. She suggested thought be given to specified projects rather than to increasing the base. The Department is entering into project based funding for up to 3 years. The proposal should be signed of before 27 June to be outside the caretaker period.

Penny talked about chapters 5 and 8 of the Mason Review. The issues are around rural health, and the Aboriginal and Torres Strait Islander health workforce. Obtaining data is a high priority. The report recommends LIME or LIME-like structures, and recommends continued funding of professional associations. Penny was advised that IAHA believes that the Allied Health Adviser position should be an identified one. There was discussion around accountabilities.

Graeme Rossiter mentioned the opportunity of linking allied health with environmental health. He also talked about lessons learned from AIDA. He encouraged IAHA to engage with other Departments. He was informed that this has not been successful to date.

13. Policy Update

Anna Leditschke spoke to her tabled paper.

Changing the Conversation report – the paper contained an executive summary of a 12,000 word report put together by the intern Hannah Neumayer. There was a question as to who owned the Intellectual property in the report. This would be checked for IAHA to have the opportunity to public in relevant journals and papers.

MotionThat the contents of the report be noted, and that formal recognition be made of Hannah Neumayer’s work.

Moved:Justin Cain


Carried

IAHA provided input to the renewal of the Aboriginal and Torres Strait Islander Social and Emotional Wellbeing Framework face to face, then summarised the submission and presented it within very tight timeframes.

Faye McMillan acknowledged the work done by the Secretariat and the very tight timeframes within which it was achieved.

ACTION

The intellectual property aspects of the Changing the Conversation report be checked.

13.1 Policy Review of three governance policies – Financial Delegations Policy, IAHA Board Meetings policy, Privacy and Confidentiality Policy

Appendix A – Financial Delegations

The Board agreed that the paper should be rewritten so that the CEO (and in his absence, the Deputy CEO) has discretion to commit funds up to $10,000, to advise the Board in writing if commitment is made for more than $10,000 and up to $25,000 with reference to the budget funds, and to seek prior approval of the board for expenditure above $25,000. The reference to Office Manager should be changed to Finance Manager, and Committee of Management changed to Board of Management.

MotionThat this policy not be endorsed, but be amended then distributed to the Board out of session for approval.

Moved:Tom Brideson


Carried

Appendix B – IAHA Board Meetings Policy

The Board decided that the Secretary’s Report to be standing Agenda Item 8 and the other items to be renumbered; the Risk and Audit Committee Update be renamed the Finance Audit and Risk Committee update, in line with the wording of the charter, and that Attachment C be aligned with the wording and numbering of Attachment A.

MotionThat this policy be endorsed with the amendments listed above

Moved:Jane Havelka


Carried

Privacy and Confidentiality Policy

MotionThat this policy be re-endorsed.

Moved:Tom Brideson


Carried

ACTION

The Financial Delegations Policy and the Board Meetings Policy be amended as noted above.

14. Conference Update

Donna Murray spoke to her tabled report.

To date 6 abstracts have been received, and there are 2 confirmed sponsors. There is a competing National Indigenous Health Conference which may be affecting the number of abstracts being submitted. Registration will open from June so as to capitalise on available money prior to the end of the financial year, and conference costs will be included in the newsletter. A draft program will be out in June. An Executive Assistant will be engaged in order to free up Amanda Johnstone and Monefa Rusanov. It was suggested that AON Insurance be asked to sponsor and the National Indigenous Academic Network.

The Board noted the information provided.

15. Company Transfer Update

Donna Murray spoke to her tabled report. As a result of the change, 150 members have been lost. Formally a company Ltd as at 15 May 2013 and Victorian Consumer Affairs notified of our transfer to a company. We have provided ACNC with the appropriate documents and for changes to IAHA. ASIC will now be informed of the change of Secretary. We are now awaiting the ABN change from the ATO which is in progress with the Finance Manager and Kerri Dickman Accountant.

Mary Guthrie to be sent a letter of appreciation to acknowledge her continued support of IAHA as the formal Secretary. Faye McMillan thanked the Secretariat for their hard work in achieving this major change.

The Board noted the information presented.

ACTION

A letter be sent to Mary Guthrie expressing appreciation for her continued support of IAHA.

16. IAHA Board nomination and Election Process

Donna Murray spoke to her tabled paper. She sought the Board’s advice in relation to the process. There was discussion about the lead times from the call for nomination to nomination close to the AGM. There was discussion about students only voting for students, and graduates only voting for graduates, plus the Board considered whether members could nominate themselves or needed to be nominated by other members.

Through a show of hands the Board unanimously agreed

· that all members should be able to vote for both student and graduate categories;

· that full members of IAHA should be able to nominate themselves for a position on the Board, as long as they met the required criteria.

The Board also unanimously agreed that a Special Members Meeting should be called for 26 July 2013, at 9.30am Western Australia time, 11am South Australia and Northern Territory time and 11.30am Eastern Australia time. Members will be advised of this special meeting 4-6 weeks in advance. This meeting would be for the purpose of passing the two small changes agreed to by the Board as above. It would also enable the current constitution to be re-endorsed by the current membership. The Special Meeting to be via teleconference and videoconference if available.

Board members and staff can be located in key areas and invite members to join them for the meeting. This will streamline the logistics of a meeting and indicate to members that their contribution and participation is valued. The suggested locations are Wagga, Sydney, Brisbane. And assess other potential areas. Donna suggested that universities be approached to sponsor the teleconference/Videoconference.

ACTIONS:

The Secretariat to arrange the details of the Special Meeting as detailed above.

17. Student Engagement – Draft Student Representative Body Proposal

Anna Leditschke spoke to the tabled paper. The Board agreed with this interim process of establishing a Student Representative Body, a deliverable agreed too at the last AGM. Noted that one change will be the Student Director will be the Chairperson of the Student Body.

MotionThat the process of establishing a Student Representative Body as outlined in Attachment A of the tabled paper be endorsed with minor amendment.

Moved:Justin Cain

Seconded:Tom Brideson

Carried

18. Membership Category Discussion Paper

Donna Murray spoke to her tabled paper. The Board discussed the decision making matrix presented, and looked at which category applicants for membership should belong to if they potentially fit into more than one.

MovedThat if an applicant meets both the Full Member Graduate and Full Member Student criteria as a postgraduate student, they will be granted Full Member Graduate status;

That if an applicant is completing a Masters level degree their membership category will be determined on a case by case basis depending on the nature of the studies, entry requirements and allied health focus;

That if an applicant is completing a PhD then they will be accepted as an Associate Member unless already eligible for Full Member Graduate membership

Moved:Di Bakon


Carried

ACTION:

The Secretariat to clarify whether a Constitutional change will be required or the Special Members meeting.

18. New Membership applications

The Board considered all applications as outlined in Amanda Johnstone’s report.

Motion:That the IAHA Board endorse 8 full membership applications, being 7 as listed plus the application of Ruby Warner whose membership is moved from Full member student to Full member graduate.

Moved:Justin Cain

Seconded:Tom Brideson

Carried

Motion:That the IAHA Board endorse the Full member student applications as listed excluding Ruby Warner, making a total of 16.

Moved:Tom Brideson


Carried

Motion:That the IAHA Board endorse the Associate member applications as listed, being a total of 15.


Seconded:Di Bakon

Carried

20. Other Business

The Board discussed future planning in relation to Conferences and meeting locations and having a profile nationally through engaging with local communities. It was agreed that this could be done out of session via teleconference.

Justin Cain tabled a letter he received from the National Rural Health Student Network. They wished to explore networking opportunities and advised that they would be submitting abstracts for the Conference.

Donna Murray asked the Board to consider what sorts of benefits Corporate members would be offered. No fees are involved, but a suggested donation of $250 is indicated on the form. She suggested something like a special communiqué with business and strategic content.

She also advised there is an MOU with HealthInfo Net who want to establish an allied health portal and have invited IAHA to lead it.

Meeting Close

Faye McMillan acknowledge the work of the Secretariat and the Board..

Next Board meeting via teleconference on 17 June 2013 commencing at 1.30pm Eastern Australian time.

Meeting closed 4.14pm

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