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Minutes of the Board of Directors of the University

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November 11, 2004, In Open Session

The members of the University of Louisville Medical School Fund Board of Directors met on Thursday, November 11, 2004, in the Jefferson Room of Grawemeyer Hall, Belknap Campus, with members present and absent as follows:

Mr. Ulysses L. Bridgeman, Jr., Chair
Ms. Marie K. Abrams
Judge Angela McCormick Bisig
Ms. Donna Tinsley Denny
Mr. Bill Forman
Mr. Nathaniel Green
Ms. Joyce Hagen
Mr. Grant Helman
Ms. Jessica Loving
Mr. Ryan McKinley
Prof. Bill Pierce
Mr. Steve Poe
Ms. Sandra Metts Snowden
Mr. Bill Stone
Ms. Elizabeth K. Worland

Mr. Tommie Burns
Mr. Kevin Cogan
Mr. Owsley Frazier
Mr. Milton M. Livingston
Mr. J. Chester Porter

From the University:
Dr. James R. Ramsey, President
Dr. Shirley Willihnganz, Executive Vice President and Provost
Ms. Angela D. Koshewa, University Counsel
Dr. Larry Cook, Interim Executive Vice President for Health Sciences
Dr. Nancy C. Martin, Senior Vice President for Research
Mr. Joseph S. Beyel, Vice President for University Advancement
Mr. Daniel Hall, Vice President for External Affairs
Mr. Ronald Moore, Vice President for Information Technology
Dr. Denise Gifford, Vice President for Student Affairs
Dr. David Howart, Associate Provost
Ms. Rae Goldsmith, Associate V. P. for Communications & Marketing
Ms. Terri Rutledge, Associate VP for Business Affairs
Mr. Dave Barker, Director of Audit Services
Ms. Susan Ingram, Director of Budgets
Ms. Susan Magness, Associate Controller
Mr. John Drees, Director of Public Information
Ms. Anne Rademaker, Controller's Office
Mrs. Kathleen M. Smith, Assistant Secretary, Board of Trustees
Ms. Debbie Dougherty, Board Liaison, President's Office

Guests: Mr. Jim Carpenter, Deloitte and Touche

I. Call to Order

Having determined a quorum present, Chairman Bridgeman called the meeting to order at 2:35 p.m.

II. Action Item: Approval of Minutes, February 12, 2004

Ms. Snowden made a motion, which Mr. Green seconded, to approve the minutes of February 12, 2004. The motion passed unanimously.

III. Action Item: Approval of Audited Financial Statements for Fiscal Year 2004 and 2003 and Independent Auditor's Report

Dr. Cook reviewed the audited financial statements and stated the external audit noted no exceptions and was a clean, unqualified opinion. Ms. Snowden made a motion, which Ms. Denny seconded, to approve the

President’s recommendation that the Board of Directors approve the financial statements for the period ending June 30, 2004 and 2003 and Internal Auditor’s Report (copy available upon request).

IV. Action Item: Approval of Additions and Deletions to the Listing of Practice Groups

Dr. Cook noted that new practice groups beyond those listed in the revised plan require approval of the members. It is prudent to ask the members to approve deletions and other changes in the listing of Practice Groups. This action recognizes retirements and resignations, as well as one addition approved by the Board of Directors of the University of Louisville Medical School Fund, Inc. Ms. Snowden made a motion, which Ms. Abrams seconded, to approve the

President’s recommendation that the members of the University of Louisville Medical School Fund, Inc., approve additions and deletions to the listing of Practice Groups as shown below.

U of L Medical School Fund Inc.
Professional Practice Plan
Adjustments to Schedule A - Practice Groups
November 11, 2004

Add the Following Practice Group : Pathology - Louisville Pathology Laboratory Associates Inc. (For PhD faculty in Dept of Pathology)

Delete the Following Practice Groups:
Family Medicine - Jane Thibault, PhD (retired)
Ophthalmology and Visual Sciences - John Gamel, MD (retired), M. Douglas Gossman, MD (resigned), Thom Zimmerman, MD (resigned)
Psychiatry and Behavioral Sciences - Roger Bell EdD (retired), Leah Dickstein, MD (retired), Manoochehr Manshadi, MD (retired)
Surgery - John Spratt, MD (retired)

The motion passed unanimously.

V. Annual Report of the Professional Practice Plan

As president of the U of L Medical School Fund, Inc. Board of Directors, Dr. Cook gave the following written report.

The University of Louisville Board of Trustees approved a revision to the School of Medicine Professional Practice Plan in 1991, which became effective January 1, 1993 . The revised plan is governed by a Board of Directors consisting of the Dean, the chairs of the clinical departments, three elected faculty members and one faculty member appointed by the Dean. The board meets on a quarterly basis to receive reports of contributions and compliance, and to address issues as they arise during the year.

The Practice Plan generated $3.3 million of Dean’s funds contributions for plan year 2003, which is approximately $100,000 less than the amount generated for 2002. Seventy-two percent (72%) of the funds were used to support the Dean’s Office, which includes Administration, Admissions, Student Affairs, Faculty Affairs, Curriculum, Faculty and Student Advocacy, Financial Affairs, Financial Aid, and Faculty Committee Office. Twenty-eight percent (28%) of the funds were used to provide support to various departments of the school. In addition to the Dean’s Fund, the faculty, through their departmental practice entities, have contributed an additional $17.2 million to support the academic programs of their respective departments.

As part of the normal compliance testing, Deloitte & Touche, LLP, has agreed to perform agreed-upon procedures to test the compliance of four departments for calendar year 2003. Findings from the audits for 2002 revealed that each of the four departments had small overpayments resulting in a total overpayment of $22,175 which was credited to plan year 2003.

Revenues generated through the Professional Practice Plan remain a major component of the School of Medicine ’s budget. The faculty are to be commended for their hard work and for the substantial financial support they provide the School through the Professional Practice Plan.

In response to Mr. Stone’s inquiry concerning the $172 million voluntary contribution, Dr. Cook explained the contribution was mostly voluntary. He noted that the $85 million gross was reduced by dean’s tax, academic support and the remaining covers overhead expenses. Faculty members do pay rent on their private practice offices, telephone costs, answering service, etc. The University provides less centralized support than a more centralized academic health center.

IV. Other Business

There was no other business.

V. Adjournment

Ms. Abrams made a motion, which Mr. Helman seconded, to adjourn the meeting at 2:45 p.m. The motion passed unanimously.

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