MINUTES of the Annual General Meeting of the International Society for Quality in Health Care Company Limited by Guarantee held at Kuala Lumpur Centre, Malaysia on Monday 24th September 2018
MINUTES of the Annual General Meeting of the International Society for Quality in Health Care Company Limited by Guarantee held at Kuala Lumpur Centre, Malaysia on Monday 24th September 2018
1: Notice of Meeting
The notice of the meeting having been published on 27th August 2018 to take place at this date and time, the President, Wendy Nicklin, declared the meeting formally open and welcomed all Members.
2: Apologies
Members present at the Annual General Meeting registered their attendance. Apologies were received from:
• Bruce Barraclough, Life Member, Australia
• Oliver Grone, Individual Member, Germany
• Sara Yaron, Individual Member, Israel
Proxies:
• Chair of the meeting to be proxy for Sara Yaron, Individual Member, Israel
• Chair of the meeting to be proxy for Oliver Grone, Individual Member, Germany
• Camilo Gutierrez Hart nominated on behalf of Organizaion para la Ecelencia de la Salude, Colombia
• Ibrahim Kayral nominated on behalf of Healthcare Quality Accreditation Institute, Turkey
3: Minutes of the last Annual General Meeting
Resolution
It was moved by Gary Smith, seconded by Brian Johnson, that the Minutes of the Annual General Meeting held on 2nd October 2017 be accepted.
Carried
4. Report of the President
The President thanked those present for attending. ISQua is a very active organisation. Although the office is based in Dublin the network reaches far thanks to Members, Surveyors, Fellows, Experts, Academy and members of the Communities of Practice and Quality Improvement Network.
There have been several Board accomplishments. Following the Board retreat in March 2017 four short term sub committees of the Board were established to review Board governance to focus on four areas of governance which should be strengthened to improve the Boards effectiveness. Each sub committee met three to four times between April and June who then presented recommendations to the Board in July 2018. Some of these changes are reflected in the changes which are being presented to the Members for approval in the form of the Memorandum of Association and Articles of Association. All Board members actively participated in the process. The Strategic Plan was finalised for 2018 -2020 and further discussion on the Strategic Plan had been held with the Board in Kuala Lumpur. The strategies are:
• Building on our foundations and our success
• Develop interventions for quality and safety
• Develop programmes and expand impact in all regions
• Maintain, develop and foster strategic partnerships
The International Academy of Quality and Safety has been established with 35 inaugural members being elected. Sincerest thank you was extended to David Bates for his contribution and leadership.
In January 2018 Sara Yaron was appointed as Honorary Advisor on Person Centered Care, replacing Russell McGowan. Besides her Board member responsibility, Sara Chairs the Community of Practice on Person Centered Care. Special thanks were given to the Accreditation Council, chaired by Stephen Clark, its members who are involved in accrediting standards, and organisations who participate in the International Accreditation Programme (IAP). The IAP is one of ISQua’s core programmes.
A Board discussion on partnerships was held in Kuala Lumpur. We are proud of our partnerships with World Health Organisation, International Hospital Federation, Institute for Health Improvement and International Alliance of Patient Organisations to name a few. Effective partnerships are fundamental to ISQua’s work. Thank you to all those we work with and will continue to work with in years to come.
One year ago, the President gave a promise to focus on strengthening partnerships, strengthening governance effectiveness and enhancing global reach. The President was pleased to report that progress is being made in all of these areas.. ISQua will continue to be an organisation of escalating impact on quality and safety globally.
The President thanked the Members, Honorary Advisors and members of the Board who are truly committed to making a difference in healthcare quality and safety. The President thanked the CEO and the staff. The ISQua team are a wonderful team and it is in large part due to the staff team that ISQua is progressing. The President thanked Jeffrey Braithwaite, President Elect and Cliff Hughes, Immediate Past President for their ongoing assistance and partnership.
CEO Report
Peter Lachman, CEO, reported that two years ago the CEO reported on the importance of ISQua being an organisation of networks. The CEO reported on the following achievements:
- New Website which was launched on 14th September 2018. The website has been designed to meet the needs of Members and Members were asked to provide their feedback. Sincere thanks was expressed to Sinead McArdle for her hard work.
- European Union regulation has meant that an Association has to be set-up in Geneva to provide an office from where the International Accreditation Programme (IAP) is to be run. Changes to the Memorandum and Articles of Association were being presented to the Members for approval to allow for set-up of the new Association. Thanks was expressed to our partner, the International Hospital Federation, and in particular Eric de Roodenbeke for his invaluable assistance. Elaine O’Connor was also thanked for her due diligence and work in this area.
- The IAP team were thanked including Elaine O’Connor, Heather Wilson, Nicola McAuley and Caitriona Curran who have ensured that the IAP is continuing to work with IAP organisations as well as update the standards i.e. Guidelines and Principles for the Development of Health and Social Care Standards and Guidelines and Standards for External Evaluation Organisations
- The Kuala Lumpur conference has been a wonderful success with the CEO thanking ISQua’s partners, MSQH, presenters, exhibitors and delegates. The conference would not be possible without the commitment of both Eadin Murphy and Eleanor Keegan. Planning is underway for the Cape Town conference.
- The Education programme continues to develop new activities with thanks to Yulianna Susla, Caroline Usher and Brian Cahill.
- The CEO thanked all hosts around the world with whom ISQua has partnered on regional conferences including our Experts who have attended and presented at events around the globe.
- The Communities of Practice (CoP) continue to grow with a new COP on Person Centered Care and Latin America. For the first time ISQua was able to offer Patient Scholarships for the conference. The conference has also received Patient Included accreditation.
- The CEO thanked Deirdre Burke, Simon Donohoe, Sinead McArdle and Orla Corcoran for their “behind the scenes” work
- Membership benefits had been reviewed which means that it is now more beneficial to be a member with the added benefits of being a Fellow. Individual Membership is growing.
- Institutional Membership is remaining static and it is a challenge going forward to ensure that Institutional Members increase globally.
The CEO outlined the key challenges which were:
- Additional financial pressures such as an increase in rental costs of €100K per annum. There will be discussions with the Irish Department of Health in 2019 with regards to ongoing support beyond 2020.
- There are challenges to expand our global reach whilst ensuring that there is balance between work with upper income countries and with lower- and middle-income countries. There has been a slight increase in fees for those in upper income countries to support the decrease in fees for those in lower- and middle-income countries.
- There has been an increase in workload for staff and flexible working has been introduced.
The IAP is the foundation of ISQua. The Board will continue to work with the Accreditation Council to ensure how we continue to do research and evidence-based work to expand the concept of meeting standards in all countries of the world. Knowledge management will harness the conference content and incorporate the conference content into the Education programme and also how we integrate content with the next conference. Members, QI networks and Communities of Practice and a focus on patients are the foundation of the organisation. The CEO thanked Shams Syed and Sheila Leatherman who will be working closely with Experts to provide policy advise and implementation of methodology. ISQua will be working with WHO to discuss in which area that ISQua can provide value such as Universal Quality Health Coverage, Maternal Child Health, Integrated Care, World Safety and National Quality Policy Strategies. The advisory services where we provide Experts to provide advice is a very important aspect of ISQua’ s work. The impact in the regions is being lead by the Communities of Practice (COP) and a thank you was expressed to Bruce Agins, Uma Kotagal, Sara Yaron and Ezequiel Garcia Elorrio for their work with the COPs. At the recent Board meeting there were presentations from partners such as WHO, Institute for Healthcare Improvement (IHI) and International Hospital Federation. ISQua will also work with the International Alliance of Patient’s Organisations (IAPO).
5. Honorary Treasures Report
Jeffrey Braithwaite, Honorary Treasurer, reported that the financial statements for the year which ended 31st December 2017 had been circulated to the Members. The turnover for the organisation in 2017 was €2,270,003 which was a 1% increase on 2016. There was a loss recorded for 2017 which can be attributed to increase in office rental costs, staff recruitment, senior staff member redundancy and modernisation of staff salary structures. However, the organisation is solvent despite the reported loss. Fixed assets have increased by €64,815 due to the capital outlay for the website. Net current assets and liabilities reduced by €22,885 which was due to the working capital required to finance the website upgrade, redundancy payment and move to the new premises. There was an overall reduction in net assets of €164,039.
Resolution
It was moved by Carsten Engel, seconded by Christopher Cornue that the President’s Report, CEO report on the activity of the Company during the preceding year, including ISQua Strategy and Honorary Treasures Report be accepted.
Carried
6. Financial Statements for year ended 31st December 2017
Resolution
It was moved by Carsten Engel, seconded by Christopher Cornue that the report of the directors and the report of the statutory auditors on those statements and that the report, in each case for the financial year ended 31st December 2017 be accepted.
Carried
7: Appointment of Auditor
Resolution
It was moved by Leslee Thompson, seconded by David Bates that Crowe Ireland be approved to audit the ISQua accounts for year ended 31st December 2018.
Carried
7. Memorandum of Association and Articles of Association
Special Resolution No. 1:
It was proposed by Bruno Lucet and seconded by Jacqui Stewart that, subject to the approval of the Office of the Revenue Commissioners and the Charities Regulator, the following amendments to the Memorandum of Association of the Company, be approved, this resolution to take effect on the date immediately following the date of receipt by the Company of confirmation from the Office of the Revenue Commissioners and the Charities Regulator of no objection to the amendments proposed in the document referenced at Special Resolution 1 below and marked with an “X”:
(a) new Regulation 5h(i) 2 be added to the Memorandum of Association of the Company as follows:
‘To procure the establishment of Association(s) in any jurisdiction so as to enable the Company to provide services, via or through the engagement of such Association, that fall within the main object of this Company, but which Association(s) shall operate as a separate legal entity to the Company.’
and, in consequence, the former Regulations 5 of the Memorandum of Association be renumbered as Regulations 5 to 5(r) respectively.
Carried
Special Resolution No. 2
It was proposed by Leslee Thompson and seconded by Duncan Inverarity that, subject to the approval of the Office of the Revenue Commissioners and the Charities Regulator the Memorandum and Articles of Association forming the Constitution of the Company contained in the document presented to the Members and for the purposes of identification marked “X” on the front page thereof, be approved and adopted as the Memorandum and Articles of Association forming the Constitution of the Company, this resolution to take effect on the date immediately following the date of receipt by the Company of confirmation from the Office of the Revenue Commissioners and the Charities Regulator of no objection to the amendments proposed in the document referenced above, in substitution for and to the exclusion of the Memorandum and Articles of the Company which is in force at that date”.
Carried
10: Date of Next Annual General Meeting
Next Annual General Meeting is to be held on Monday 21st October 2019 in Cape Town.
Resolution
It was proposed by Bhupendra K Rana and seconded by Jacqui Stewart that the meeting be adjourned.
Carried
Members in attendance at the 2018 Annual General Meeting:
Individual and Life Members:
Aaron Abuosi, Ghana
Louise Acland, Australia
Bruce Agins, USA
Wafa Allouche, Tunisia
Rene Amalberti, France
David Bates, USA
Jeffrey Braithwaite, Australia
John Brennan, Ireland
Peter Carter, Australia
Akinoso Coker, Nigeria
Christopher Cornue, USA
Helen Crisp, United Kingdom
Philip Crowley, Ireland
Péricles Cruz, Brazil
Ezequiel Garcia Elorrio, Argentina
Carsten Engel, Denmark
Triona Fortune, Ireland
Fabio Leite Gastal, Brazil
Anne Hogden, Australia
Ravindran Jegasothy, Malaysia
Lee JaoHo, Republic of Korea
Carlos Hiran Goes de Souza, United Kingdom
Cliff Hughes, Australia
Duncan Inverarity, Ireland
William Jessee, USA
Brian Johnston, Australia
Yi Feng Lai, Singapore
Sheila Leatherman, USA
Andrew Likaka, Malawi
Jan Mackereth-Hill, United Kingdom
Russell McGowan, Australia
Mindi McKenna, USA
Maria Carolina Moreno, Brazil
Chung Wai Mun, Malaysia
David Nash, USA
Wendy Nicklin, Canada
Gail Nielsen, USA
Elom Otchi, Ghana
Noella Prasad, Australia
Bhupendra K Rana, India
James Robblee, Canada
Odet Sarabia, Mexico
Gary Smith, Australia
Sumihito Tamura, Japan
Shin Ushiro, Japan
David Vaughan, Ireland
Patricia Woodhead, UK
Institutional Members:
Accreditation Canada represented by Leslee Thompson, Canada
Asian Society for Quality in Health Care (ASQua) represented by Yuichi Imanaka, Taiwan
Australian Council on Healthcare Standards (ACHS) represented by Lena Low, Australia
Australian General Practice Accreditation Ltd (AGPAL), represented by Stephen Clark, Australia
Canadian Patient Safety Institute represented by Christine Power, Canada
Council for Health Services Accreditation of Southern Africa (CoHSASA) represented by Jacqui Stewart, South Africa
GS1 Healthcare represented by Tania Snioch, Belgium
Haute Autorite de Sante (HAS), represented by Bruno Lucet, France
Healthcare Quality Accreditation Institute, represented by Ibrahim Kayral, Turkey
IKAS represented by Carsten Engel, Denmark
Instituto Brasileiro para Excelência em Saúde represented by Alexia Costa, Brazil
Joint Commission of Taiwan (JCT), represented by Pa-Chun Wang, Taiwan
Japan Council for Quality Health Care represented by Hirobumi Kawakita, Japan
Laboratory Medicine Foundation represented by Junghan Song, Republic of Korea
Netherlands Institute for Accreditation in Healthcare (NIAZ) represented by
Organizaion para la Ecelencia de la Salude represented by Camilo Gutierrez
Observers
Julia Hsu, Taiwan
Yuan-Chuan (Jack) Li, Taiwan
Christine Dennis, Australia
Vivian Giudice, Brazil
Norhaizam Mohammad, Malaysia
Len Notarus, Australia
Janez Ovsenik, Slovenia
Rajesh Saini, India
Figen Cizmeci Senel, Turkey
Tan Sri Siti, Malaysia
Sang Hoon Song, Republic of Korea
Maureen Williams, Australia