# 03-2008-85 MINUTES of the Meeting of the Board of Directors of Canadian Blood Services held at Canadian Blood Services, 1800 Alta Vista Drive, Ontario, on Thursday and Friday, March 6 and 7, 2008, at 9:00 a.m. PRESENT: Verna Skanes Graham Sher John Dawson Kenneth Ezeard Bernadette Garvey Gary Glavin Leah Hollins Frank Jones James Kreppner (March 6) Lynn Mason Michael Mehta Marilyn Robinson Gord Sanford Thomas Warner
being a quorum of the directors of the Corporation, and Rod Brandvold Christian Choquet Dana Devine Watson Gale Ian Mumford Pauline Port Andy Shaw Gail Mingie Verna Skanes took the Chair and Watson Gale acted as Secretary to the meeting. A quorum of the Directors of the Corporation being present and notice of the meeting having been given to all Directors of the Corporation, the meeting was declared to be duly constituted for the transaction of business. AGENDA The proposed Agenda for the meeting was reviewed and ON MOTION duly made, seconded and unanimously carried, IT WAS RESOLVED THAT the Agenda of March 6 and 7, 2008, be approved as presented.
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MINUTES OF PREVIOUS MEETING Verna Skanes referred to the minutes of the meeting held on January 24, 2008. After review and discussion, ON MOTION duly made, seconded and unanimously carried, IT WAS RESOLVED THAT the minutes of the meeting of the Board of Directors of the Corporation held on January 24, 2008, be approved as amended. MATTERS ARISING FROM PREVIOUS MINUTES None. REPORT OF THE CHAIR Verna Skanes said she had no new matters to report. CEO REPORT – Q3 REPORT Graham Sher presented his report for the third quarter ending December 31, 2007. On February 14, 2008, an act was passed designating the week in which June 14 falls, “National Blood Donor Week”. This Act highlights the importance of helping Canadians by becoming a blood, plasma, platelet and stem cell donor and recognizes the act of donating blood and blood products as a genuine act of altruism. Graham Sher reported that the AABB conference saw strong participation from Canadian Blood Services and that Canadian Blood Services staff lectured in eight education events. One of the presentations saw a combined effort between R&D and British Columbia & Yukon customer service staff. The presentation was identified as a successful “crossdisciplinary” initiative. The Buffy Coat project has now been implemented in Toronto and Hamilton and Graham Sher reported that the platelet supply is now 100% tested for bacteria. The implementation went very smoothly with no issues regarding spiking. Under Research & Development, Canadian Blood Services had its first formal third party expert review of parts of the intellectual property portfolio and received useful information concerning the strategies to further develop these products. There has been a dramatic increase in the number of new registrants in the OneMatch program which can be attributed to the media campaign that ran between October and December 2007. Compared to the same period the previous year, there was a 341% increase.
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Graham Sher reported on Canadian Blood Services’ performance for the third quarter of 2007-2008 and provided an overall assessment by the various themes of Safety, Operational Excellence and Prepare for Tomorrow. The safety theme was discussed at length at the Safety, Science & Ethics Committee and it was noted that difficulty still remains in identifying the correct measures to properly encompass the safety area and the developments being undertaken. There are a number of initiatives under way and a good deal of work still to do with E3 – Develop the quality system and culture. Dr. Devine referred to the cases of Transfusion Related Acute Lung Injury noting there are fewer cases with platelet and plasma transfusions. The organization is establishing a quality manual which is scheduled to go to management in June and will then be brought to the Board. A discussion took place on Health Canada audits, Buffy Coat, and the e-questionnaire pilot. Under the theme of Operational Excellence, there continues to be strong performance in both donor and hospital satisfaction scores, and overall trust in the blood system remains very high. While collections continued to struggle in this quarter, a softening in demand has helped inventory. Phase I of the Apheresis Technology Equipment Replacement rollout has received positive reaction from staff and donors. A discussion took place on the change in focus from a frequency driven strategy to a donor retention and recruitment strategy. An update was provided on strategic assets and particularly E1 – Skills, Talent and Knowledge – and it was noted that significant changes are expected as management moves forward with the talent strategy. At the May meeting, Terry Cairns, Chief Information Officer, will provide the Board with an update on Information Technology. An IT advisory group has been formed and reports to the Strategic Councils and the EMT. Graham Sher reported that there is a considerable amount of work going on in the organization under E3 – Quality System and Culture although progress is below target. Graham Sher reviewed the financial health index reporting that there is expected to be a $2 million surplus for this fiscal year end. He reviewed the cost-per-unit (shipped) and reported that the target for the next couple of years is expected to remain at $239 per unit. A discussion followed on Talent Management and the importance of employee satisfaction. The mechanisms for feedback and the various themes coming out of that feedback will be provided to the Board at a later meeting. CODE OF CONDUCT / WHISTLEBLOWER PROGRAM Watson Gale reported that, as the Code of Conduct and the Whistleblower policy are closely related, it is appropriate to link them in their development and implementation. The current
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plan, therefore, is to merge the efforts and to see a joint comprehensive implementation in the fall of 2008. The organization was commended for bringing this initiative forward. FINANCE AND AUDIT COMMITTEE REPORT John Dawson provided highlights from the Finance & Audit Committee meeting held on March 5, 2008. John Dawson referred to the Financial Statements provided in the Board materials for information and noted that a full report will be provided at the June meeting on the year end financials. The Committee met with Canadian Blood Services’ external auditor, KPMG, LLP, in preparation for the year end audit. John Dawson noted that the Committee is in agreement with the audit plan. The Committee also received a report on Payroll Testing from Michael Foster, Executive Director Internal Audits, who also provided the background of the audit to the Board. Michael Foster reported that he is satisfied that management will be responding to the observations in the report. The Committee also reviewed and approved the 2008-2009 Internal Audit plan. ORGAN & TISSUE DONATION AND TRANSPLANTATION Graham Sher provided an update on the organ and tissue donation and transplantation file confirming that the federal/provincial/territorial governments have confirmed their contributions towards funding over the next five fiscal years to continue the services that were previously provided by Canadian Council for Donation & Transplantation (“CCDT”). Graham Sher reported on the transition of CCDT staff to Canadian Blood Services and noted that Watson Gale has been working on the transition of the CCDT corporate structure to one integrated with Canadian Blood Services. The Board was updated on the key meetings that have taken place with various stakeholders and the issues and concerns that have arisen. Of major concern to Board members and Management was the importance of maintaining the governance structure that currently exists between Canadian Blood Services and its Corporate Members. A question arose regarding the issue of liability of Canadian Blood Services in moving forward with this initiative and it was reported that this has been discussed at the CBS
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Insurance Company Limited meeting. Watson Gale reported that insurance policies are being updated to ensure coverage is in place. A discussion also took place on the MSM issue and how this relates to organs and tissues. Graham Sher updated the Board on Health Canada’s deferral policy and the informed consent process in harvesting organs and also provided the background on the position of the Parliamentary Standing Committee on Health. HUMAN RESOURCES COMMITTEE REPORT Gary Glavin provided highlights from the Human Resources Committee meeting held on March 5, 2008. Gary Glavin reported that 2 of 23 collective agreements, that have expired or will expire this year, have been negotiated. The Committee also had a brief discussion on the three issues that fell to the Talent Management division under Enterprise Risk Management and noted that these items will now be added to the quarterly Human Resources report given to the HR Committee. The Committee also held an in-camera session at which the CEO evaluation was discussed. SAFETY, SCIENCE & ETHICS COMMITTEE REPORT Ken Ezeard provided highlights from the Safety, Science & Ethics Committee ("SSEC") meeting held on March 5, 2008. Ken Ezeard reported that an update was provided on the Abbott Chagas test noting that Canadian Blood Services has not made a final decision to implement the test at this time pending the results of the initial assessment of Chagas seroprevalence in the Canadian blood donor population. The Committee was also updated on the risk reduction measures for Transfusion Related Acute Lung Injury noting that all plasma products for transfusions are now from male donors wherever possible and Buffy Coat platelets are suspended in male plasma. Regarding product recalls, a recall manual is being issued imminently. The Committee received an update on the Buffy Coat production method in Toronto and Hamilton and was advised that with the addition of those two sites, 100% of the Canadian Blood Services platelet inventory is now tested for bacterial contamination using culture methods. The Committee continues to monitor the MSM issue and reported that, as a result of Management’s commitment to continue to address the research gaps and gather data, internal studies are underway and external requests for proposal are being sought through the Canadian Blood Services-CIHR Partnership in Transfusion Science. The Committee also received a presentation with respect to the introduction of the eQuestionnaire together with the progress and potential results of using this method. Ken
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Ezeard reported that a transportation working group has been formed and a report should be presented to the Committee shortly with respect to the management of temperature controlled inventory. Christian Choquet updated the Committee on regulatory compliance and reported that in Q3 all sites were deemed compliant. Ken Ezeard reported that the Research Ethics Board met by teleconference on Tuesday, March 4, 2008 and two submissions were approved. Policy CC1200 – Research and Development Policy was reviewed and the Safety, Science & Ethics Committee recommends the amendment of this policy. ON MOTION, duly made, seconded and unanimously carried, IT WAS RESOLVED THAT policy CC1200 – Research and Development Policy be approved as amended. The Terms of Reference of the Research Ethics Board was also reviewed and these will come back to the Board in May 2008. NATIONAL LIAISON COMMITTEE REPORT It was reported that the next meeting of the National Liaison Committee (“NLC”) will be on April 21, 2008. Gord Sanford reported on the change in membership of the NLC and highlighted the agenda items for the April meeting. James Kreppner reported on subcutaneous IVIG. This is an item of particular importance to the immunodeficiency community (Canadian Immunodeficiency Patient Organization CIPO), and they have been following this item intensely. At the NLC, and outside of it, they have let Canadian Blood Services know that they wish to see this product made available. GOVERNANCE COMMITTEE REPORT Prior to the reporting of the Committee chairs, Leah Hollins reported on the discussions held at the Governance Committee and the new guidelines Committee chairs are to follow in developing their reports to the full Board. A copy of the guidelines was provided to each Board member. Lynn Mason provided highlights from the Governance Committee meeting held on March 5, 2008. Lynn Mason recognized the support the committee has received from Watson Gale and Andy Shaw in the work carried out over the last couple of months. He reported on the work plan that is now in place for the Committee as a result of the Committee’s Terms of Reference. Leah Hollins and Tom Warner both outlined the items they each have responsibility for.
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A Board self-evaluation will be developed and a similar process will be developed for the Chair and Vice-Chair. The Committee will also look at a skills development and education plan. DIVERSITY Ian Mumford reported that this presentation is a follow up from the open Board meeting held in Vancouver in November 2007. He said that a lot of work is going on in this area and will fall under the Prepare for Tomorrow theme of the Balanced Scorecard. By the year 2017, one in five Canadians will come from an ethno-cultural group. Ian Mumford highlighted the importance of bringing individuals of an ethnic background into the donor base and provided the changing demographics in Canada from before 1960 through to 2006, including the different languages being spoken. Ian Mumford reported on the statistics of whole blood collections by ethnic group including first time and repeat donations. He also highlighted the percentage of registrants for OneMatch as well as the demographics for the aging donor base. The majority of immigrants now come from Asia and the Middle East and currently there are eighteen different mother tongues spoken, each of 100,000+ people. Ian Mumford outlined the research activities Canadian Blood Services has been engaged in with international blood agencies and other health care providers, as well as the policies it has reviewed which encourage the hiring of bilingual/multilingual staff who can provide services to customers in other languages. Canadian Blood Services also retained Promedia International Inc. in 2004 to gather demographic information, identify opportunities for community outreach and determine methods and modes of communication. Ian Mumford reported on both the America’s Blood Centre’s multicultural study and the Canadian findings and noted that Canadian Blood Services is now awaiting the consolidated report and recommendations from the full study. From a Talent Management perspective, Rod Brandvold reported on the challenges facing Canadian Blood Services and the benefits of building cultural diversity into the workplace. The challenges on eligibility and the deferrals for various infectious risks were highlighted and it was noted that for malaria alone, deferrals at Canadian Blood Services have increased 29% since 2005. Also highlighted were the challenges regarding cultural sensitivity, language of service, and OneMatch. Rod Brandvold reported that diversity is an integral part of the Talent Management culture and outlined the initiatives that have taken place in this area. Canadian Blood Services works with a large number of groups and organizations and the successes resulting from these relationships were highlighted. The Diversity Liaison Committees have also been working to
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recruit blood and stem cell donors from represented communities, and the OneMatch program has, amongst other things, been engaged with ethnic leaders in communities across the country to endorse the OneMatch program. To conclude, Ian Mumford outlined the action plan going forward and noted Canadian Blood Services will seek input from the National Liaison Committee at its April 2008 meeting. NATIONAL FACILITIES REDEVELOPMENT PROGRAM Ian Mumford reported on the status of the National Facilities Redevelopment Program. The Provincial/Territorial Deputy Ministers of Health were briefed during a teleconference on January 24, 2008. Recommendations regarding funding and financing will be presented to the Ministers of Health at a Special Meeting of Members on March 20, 2008. Ian Mumford provided updates on planning activities. This item will come back to the Board in May 2008 with an update on outstanding issues and the outcome of the Special Meeting of the Members. The Board will then be asked for its approval authorizing Management to proceed with this plan, after which an announcement will be made. STRATEGY OVERSIGHT –POST MEETING ASSESSMENT The Board was provided with a summary of the post-meeting assessment results from the past six board meetings. The board discussed the various results and matters arising therefrom. In particular, the board discussed the results in the context of the changing activities of the board and the changing expectations. Generally, the results show that the board is quite satisfied with respect to the materials it receives and the conduct of the meetings. A suggestion was made that for particularly large items, the material could be sent out somewhat further in advance of the current timetable. The board also had some discussions about the matter of external advice and how they might go about obtaining such advice. There was also some discussion with respect to the future assessment protocols and how both individual director and board evaluations would evolve over the next year. OTHER BUSINESS – FUTURE AGENDA ITEMS Some discussion was held with respect to possible items for the May and June board meetings including matters relating to the Corporate Plan, additional questionnaire review, Risk Management and IT updates and an update with respect to the E-questionnaire.
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There being no further business, the meeting terminated at noon and an in-camera session was held with the board to discuss the CEO evaluation and other matters.
__________________________ Chair
___________________________ Secretary