* attached AGENDA FOR THE 67 th ANNUAL MEETING CAMBRIDGE MEMORIAL HOSPITAL CORPORATION June 28, 2016 2000 h Boardroom 1. Call to Order 2. Confirmation of Quorum (6 or more) 3. Review of Minutes of Previous Meeting June 24, 2015* (no motion is required to accept the minutes) Rita Westbrook 4. Business Arising from the Previous Meeting (none noted) Rita Westbrook 5. Report of the CEO (no report) Patrick Gaskin 6. Report of the Auditor (Audited statements sent separately - no motion is required) Ian Miles 7. Report of the COS (no report) Dr. Kunuk Rhee 8. Election of the Directors* Proposed MOTION: the Corporation elect as Directors of the Corporation the following individuals, with terms as listed: Tom Dean 3 year term Ian Miles 3 year term Joseph Kane 3 year term Tim Edworthy 3 year term Nicola Melchers 2 year term Suren Rao 1 year term David Pyper 9. Appointment of the Auditor Proposed MOTION: that, the firm KPMG LLP, Chartered Accountants be reappointed as the auditors for Cambridge Memorial Hospital for the fiscal year 2016/17 at a fee to be established by the Board of Directors. 10. Acknowledgment of Retiring Directors Dr. Josephine McMurray (2010-2016) Mr. Don McIntyre (2010-2016) Mr. Brett Davidson (2012-2015) 11. Adjournment Proposed MOTION: There being no further business, the Annual Meeting be adjourned Ian Miles Rita Westbrook/ Joe Kane Rita Westbrook Corporation Members: Rita Westbrook, Larry Kron, Don McIntyre, Josephine McMurray, Joe Kane, Ian Miles, Allan Van Leeuwen, David Pyper, Denise Smith, Elaine Habicher
CAMBRIDGE MEMORIAL HOSPITAL Members of the Corporation Annual Meeting Minutes of the Annual Meeting of the Members held in the Boardroom on June 24, 2015 at 1913 hours. Present: M. R. Westbrook, (Chair) Dr. P. McLaren Mr. B. Davidson Mr. L. Kron Dr. J. McMurray Mr. I. Miles Mr. D. McIntyre Mr. J. Kane Mr. D. Pyper Regrets: Mr. A. Van Leuween; Ms. M. Wilkinson Guests: Ms. C. Cziraki, Mr. P. Gaskin, Mr. S. Beckhoff, Dr. W. Lee, Mr. M. Prociw, Ms. J. White, Ms. D. Smith, Dr. K. Rhee Recorder: Ms. C. Vandervalk 1. CALL TO ORDER Ms. Westbrook called the meeting to order at 1913 hours. The Chair explained that the formal business of the Annual meeting would be covered at this meeting. 2. Confirmation of Quorum Quorum was confirmed. 3. Review of Minutes of Previous Meeting June 26, 2014 The Members of Cambridge Memorial Hospital Corporation reviewed the minutes of June 26, 2014. 4. Business Arising from the Previous Meeting none noted 5. Report of the CEO No report 6. Report of the Auditor No report 7. Chief of Staff Report No report 8. Election of Directors MOTION:(McMurray/Kane) that, the Corporation elect as Directors of the Corporation the following individuals, with terms as listed: Brett Davidson, 3 years Larry Kron, 3 years David Pyper, 3 years Denise Smith, 3 years Elaine Habicher, 2 years CARRIED 9. Appointment of the Auditor Mr. Miles put forward a motion to reappoint the KPMG Auditors for 2015/16.
Members of the Corporation Annual Meeting of June 24, 2015 Page 2 MOTION: (Miles/Kane) that, the firm KPMG LLP, Chartered Accountants be reappointed as the Auditors for Cambridge Memorial Hospital for the fiscal year 2015/16 at the fee established by the Board of Directors in September 2014. CARRIED 9. Acknowledgement of Retiring Directors The Chair acknowledged the service of Dr. Trish McLaren, Ms. Marilyn Wikinson and Mr. Uel McFall and thanked them for their time on the board. As per the Board policy the retiring directors choose a piece of art to be displayed in various areas in the hospital in appreciation for their time here at CMH. The artwork can be viewed on the website as well under the Art Program section. 10. Adjournment There being no further business, the Annual Meeting adjourned at 1922 hours. (Kane/Miles) CARRIED Rita Westbrook Chair of the Board Member CMH Corporation Patrick Gaskin Secretary CMH Board of Directors
Agenda Item 8 700 Coronation Blvd, Cambridge, ON N1R 3G2 Tel. 519.621 2333 Fax 519.740.4934. www.cmh.org BRIEFING NOTE Date: June 21, 2016 Issue: Director Terms Prepared by: Cheryl Vandervalk Name Remaining Term of Office (after 2016 Ann. Mtg.) Term Expiry 6 Years Mark Year First Elected Absolute End of Term Allan 1 year 2017 2017 2011 2020 VanLeeuwen Rita Westbrook 1 year 2017 2017 2011 2020 Elaine Habicher 1 year 2017 2021 2015 2024 Suren Rao 1 year 2017 2022 2016 2025 Nicola Melchers 2 years 2018 2022 2016 2025 Denise Smith 2 years 2018 2021 2015 2024 Larry Kron 2 years 2018 2020 2014 2023 David Pyper 2 years 2018 2020 2014 2023 Ian Miles 3 years 2019 2020 2014 2023 Tim Edworthy 3 years 2019 2022 2016 2025 Tom Dean 3 years 2019 2022 2016 2025 Joseph Kane 3 years 2019 2019 2013 2022 The following Directors are leaving on or before June 2016 Annual Meeting: Brett Davidson, Don McIntyre, and Josephine McMurray All current directors completed an on-line survey confirming Board eligibility. Tom Dean, Tim Edworthy, Ian Miles, Joe Kane will be elected at the Annual Meeting in June 2016 to a 3 year term ending at the Annual Meeting in 2019. Nicola Melchers will be elected at the Annual Meeting in June 2016 to a 2 year term ending at the Annual Meeting in 2018. Suren Rao will be elected at the Annual Meeting in June 2016 to a 1 year term ending at the Annual Meeting in June 2017. Page 1 of 1
Agenda Item 8 700 Coronation Blvd, Cambridge, ON N1R 3G2 Tel. 519.621 2333 Fax 519.740.4934. www.cmh.org BRIEFING NOTE Date: June 21, 2016 Issue: Biographies of Recommended Board Members Prepared by: Cheryl Vandervalk Recommendation for New Director: Nicola Melchers Nicola Melchers is a partner at SmithValeriote Law Firm LLP and practices in the areas of Business law, Non-Profit and Charitable Corporations, Real Estate and Wills and Estates. Nicola qualified as a Solicitor in the UK in 1994 and worked in both private practice and in-house before moving to Cambridge, Canada in late 2000. Nicola is a resident of Cambridge and is very active in the Cambridge community; she has previously served on the Campaign Cabinet of the United Way of Cambridge and North Dumfries and the Board of Directors of the Child Witness Centre. Nicola currently serves on the Board of Directors of the Cambridge and North Dumfries Community Foundation and Cambridge Rehabilitation Homes Inc. Nicola and her husband Andrew have two children, Grace and Stanley who are experts at keeping them busy. Tom Dean Tom Dean is a Professional Engineer (Ontario) and has been a Cambridge resident for the past 34 years, where he and his wife Terrie have raised their 4 children. As a graduate from the University of Waterloo Mechanical Engineering program, he has had a successful career in Nuclear Power, High- Purity Water Treatment and Aerospace industries. He is a results-oriented executive leader with a solid background in engineering, management, and continuous improvement with over 30 years of progressive management experience. He is a Black Belt in the Six Sigma quality program and is currently the Director of Technical Operations at the University of Waterloo Chemical Engineering department. Tom enjoys travelling, fishing, and landscaping in his spare time. Page 1 of 2
Agenda Item 8 Tim Edworthy Tim is currently a CPA at MNP. Tim is current member of the Quality Committee a former member of the Audit and Resources Committees here at CMH. Tim has also held the position of interim director on the CMH Board since January 2016. Suren Rao Suren is a Senior Systems Analyst at CIBC. Suren is currently a member of the CMH Quality Committee and CMH representative on the PFAC Committee. Suren has also held the position of interim director on the CMH Board since January 2016. Page 2 of 2