Omni Bedford Springs Resort

1Board of Trustees Draft 2February 26, 2011 3Page 1 of 9 4 1 Board of Trustees 2 February 26, 2011 3 Omni Bedford Springs Resort 4 Bedford, Pennsylvania 5 6Present Consultants/Staff/Guests Present 7Dr. Thomas P. Nordone (1) Camille Kostelac Cherry Esq., CEO 8Dr. Bernard P. Dishler (2) Thomas J. Weber Esq., Legal Counsel 9Dr. D. Scott Aldinger (3) Kathleen E. Kennedy, Executive Assistant 10Dr. Frederick S. Johnson (4) 11(seated for Dr. Shuman) 12Dr. David R. Larson (5) 13Dr. John P. Grove (6) 14Dr. Wade I. Newman (7) 15Dr. William J. Weaver (8) 16Dr. William G. Glecos (9) 17Dr. Donald A. Stoner (10) 18Dr. William T. Spruill, President 19Dr. Dennis J. Charlton, President- Elect 20Dr. Peter P. Korch III, Speaker of the House 21Dr. Jeffrey B. Sameroff, Secretary 22Dr. R. Donald Hoffman, Treasurer 23Dr. Andrew J. Kwasny, Immediate Past President 24Dr. Gary S. Davis, Vice President 25Dr. Bruce R. Terry, Editor 26Dr. Charles R. Weber, ADA Trustee 27 28Absent 29Dr. Michael S. Shuman (4) 30Dr. Brian Mark Schwab, New Dentist Representative 31 32Call to Order 33The meeting was called to order at 8:02 a.m. by Dr. William Spruill, President. 34 35Approval of the Minutes 36The record of Board of Trustees (BOT) electronic votes from November 2010 through 37February 2011 was approved by unanimous vote. (BOARD ACTION) 38 39Access to Dental Education Task Force Report 40Dr. Kwasny presented his report from the Access to Dental Education Task Force. Dr. 41Kwasny stated that while the report does not satisfy everything that HD 10-24 asked for, 42it is a valuable resource and helped to open a dialogue with the deans about access to 43dental education. 5Board of Trustees Draft 6February 26, 2011 7Page 2 of 9 8 44The board recognized that this report is a valuable resource for the state and agreed 45that PDA should continue to present dental school seniors with information about rural 46Pennsylvania practice. There has been no interest from dental students during PDA 47sponsored “Lunch and Learn” programs at the various Pennsylvania dental schools 48outlining rural practice opportunities. The board agreed that there needs to be more 49personal involvement from rural area dentists in order to address the concern of access. 50 51By unanimous vote, the board approved the report of the Access to Dental Education 52Task Force and that the report be forwarded to the House of Delegates. 53 54RESOLVED THAT THE REPORT OF THE ACCESS TO DENTAL EDUCATION TASK 5502/11BT36 FORCE BE APPROVED AND FORWARDED TO THE 2011 HOUSE OF 56 DELEGATES. 57 58Endorsed Vendors Agreement 59Responsibility for PDA’s non-dues endorsements has been transferred to PDAIS. The 60previous endorsement agreement between PDA and PDAIS has been revised by legal 61counsel. The endorsement agreement defines the responsibilities of both PDA and 62PDAIS and the parameters for the payment of royalties from the vendors. According to 63the agreement, PDA will receive 80 percent of royalties and PDAIS will receive the 64remaining 20 percent to cover marketing expenses. 65 66By unanimous vote, the board approved the PDA/PDAIS Endorsed Vendor Agreement. 67 68RESOLVED THAT THE PDA/PDAIS ENDORSED VENDOR AGREEMENT BE 6902/11BT37 APPROVED. 70 71Endorsed Vendors Logo 72The Endorsements Committee requested that a new logo be designed for the purpose 73of marketing the PDA Endorsed Vendors Program. A new logo was designed by PDA 74staff and approved by the PDAIS Board of Directors. The PDA Affinity logo 75incorporates the current PDA logo, which the Endorsement Committee hopes will help 76with brand recognition. 77 78The board agreed that endorsed vendors want to use the PDA logo in order to market 79PDA members and that the new logo should be limited to internal marketing only (when 80PDAIS markets products and services to PDA members through its own sales and 81marketing efforts). 82 83By unanimous vote, the board voted to approve the PDA Affinity program logo. 84 85RESOLVED THAT THE PDA AFFINITY PROGRAM LOGO BE APPROVED. 8602/11BT38 87 88By unanimous vote, the board voted to use “endorsed by PDA” with all endorsed vendors. 89 9Board of Trustees Draft 10February 26, 2011 11Page 3 of 9 12 90RESOLVED THAT THE PDA LOGO AND THE VERBIAGE “ENDORSED BY THE 9102/11BT39 PENNSYLVANIA DENTAL ASSOCIATION” BE USED BY ALL 92 ENDORSED VENDORS. 93 94Pilot Program for Newly Licensed Dentists 95The board discussed a request from the Membership Committee to extend and expand 96a pilot program for newly licensed dentists, which automatically enrolls all newly 97licensed dentists practicing in Pennsylvania and all dentists enrolled in Pennsylvania 98post graduate year one programs as members of PDA. 99 100By unanimous vote, the board approved the following: 101 102RESOLVED THAT THE HOUSE OF DELEGATES POSTPONE DISCUSSION ON 10302/11BT40 AUTOMATIC MEMBERSHIP FOR NEWLY LICENSED DENTISTS 104 UNTIL THE MEMBERSHIP COMMITTEE EVALUATES THE RESULTS 105 OF INCREASING THE NUMBER OF PROSPECTS FROM 60 TO 80 IN 106 THE NEWLY LICENSED DENTIST PILOT PROGRAM AND 107 COMPLETES THE 2011 IMPLEMENTATION OF THE PROGRAM. 108 (FISCAL IMPLICATION $2,270) 109 110This resolution will be forwarded to the House of Delegates. 111 112Electronic Dues Payment 113The board reviewed an amendment to PDA Bylaws which would extend the dues 114payment deadline for electronic debit participants from June 30 to December 15. The 115board agreed that this bylaws change would put PDA in line with ADA bylaws, as well 116as potentially help to decrease the percentage of non-renewals. 117 118By unanimous vote, the board approved that PDA Bylaws be changed, extending the 119deadline for electronic dues payment. This resolution will be forwarded to the House of 120Delegates. 121 122RESOLVED THAT SECTION 1.1.2 OF PDA BYLAWS BE REVISED TO EXTEND 12302/11BT41 THE DEADLINE FOR ELECTRONIC DUES PAYMENT FROM JUNE 30 124 TO DECEMBER 15. 125 126Termination of Membership Benefits 127The board discussed a recommendation from the Membership Committee that PDA 128request the ADA to adopt a pilot program in Pennsylvania condensing the timeframe for 129the termination of membership benefits. 130 131The board agreed that there currently exists a large gap in the period between the dues 132payment deadline and the notification of termination of benefits. Because the same 133members pay dues at the last minute each year, condensing the timeframe for the 134termination of benefits may encourage these members to pay dues timely. 135By a vote of 8-2, the board approved the following: 13Board of Trustees Draft 14February 26, 2011 15Page 4 of 9 16 136RESOLVED THAT PDA REQUESTS THE ADA HOUSE OF DELEGATES ADOPT 13702/11BT42 AND IMPLEMENT A PENNSYLVANIA AND ADA PILOT PROGRAM 138 FOR A CONDENSED TIMEFRAME FOR TERMINATION OF 139 MEMBERSHIP BENEFITS. 140 141(Yes: 2, 3, 4, 6, 7, 8, 9, 10) (No: 1, 5) 142 143Membership Transfer 144The board reviewed a request from Dr. James Wolitarsky to continue membership in 145Second District and the Chester/Delaware County Dental Society (CDCDS) even 146though he recently opened a practice in Berks County; Dr. Wolitarsky resides in Chester 147County. Dr. Wolitarsky is an active member of the CDCD, routinely attending meetings 148and serving as a Second District Alternate to the PDA House of Delegates. 149 150By unanimous vote, the board approved Dr. Wolitarsky’s request to continue 151membership in Second District and the CDCDS. 152 153RESOLVED THAT THE BOARD OF TRUSTEES APPROVE DR. JAMES 15402/11BT43 WOLITARSKY, JR.’S REQUEST TO CONTINUE MEMBERSHIP IN THE 155 SECOND DISTRICT AND THE CHESTER/DELAWARE COUNTY 156 DENTAL SOCIETY. 157 158CEO Evaluations 159The board went into executive session to discuss CEO Evaluations. 160 161Bylaws Committee Report 162A component society requested clarification of PDA Bylaws Section 4.3.14, which 163pertains to term limits for the House of Delegates. The board unanimously agreed that 164the start date from which to begin calculating the 5 consecutive 1-year term limits is 1652007, and that any delegate who has continuously served since 2007 will not be eligible 166to serve as a delegate to the 2012 House. 167 168HD 10-15 charged the PDA Bylaws Committee with reviewing the process by which 169members are credentialed to the House of Delegates to determine the shortest period of 170time prior to Annual Session that an alternate delegate can be properly credentialed. 171After researching the topic the board unanimously approved an addition to the PDA 172Bylaws. 173 174RESOLVED THAT SECTION 4.2.1 “UNFILLED DELEGATION” BE ADDED TO THE 17502/11BT44 PDA BYLAWS. 176 177 4.2.1 UNFILLED DELEGATION: In the event that a district is unable to seat the authorized 178number of alternate delegates for an entire meeting of the House of Delegates, that district, 179upon a majority vote of the district delegates present, may seat any Association member from 180that district who meets the criteria set forth in 4.2 of these Bylaws. 181 17Board of Trustees Draft 18February 26, 2011 19Page 5 of 9 20 182The committee recommended that the following addition be made to the House of 183Delegates Manual: 184 185By unanimous vote, the board approved the following: 186 187RESOLVED THAT SECTION F, “SEATING OF A NONCREDENTIALED MEMBER 18802/11BT45 FOR AN ALTERNATE DELEGATE” BE ADDED TO THE PDA HOUSE 189 OF DELEGATES MANUAL. 190 191F. SEATING OF A NONCREDENTIALED MEMBER FOR AN ALTERNATE DELEGATE: 192In the event that a district is unable to seat the authorized number of alternate delegates for a 193session of the House of Delegates, that district, upon a majority vote of the district delegates 194present, may seat any Association member from that district, whose dues have been paid in full 195by the last business day of January or who participates in the electronic dues payment program, 196as an alternate delegate for that session of the House of Delegates. The district chair shall 197present that member to the Committee on Credentials prior to being seated. The Secretary will 198read into the record the name of the new alternate and the alternate being replaced. 199 200F. G Guest Section 201 202The committee discussed a need for clarification in Chapter IV, Section D of the House 203of Delegates Manual. The committee agreed a distinction needed to be made between 204an alternate serving temporarily for a portion of a HOD session, and an alternate who 205replaces a delegate for the entire Annual Session. 206 207By unanimous vote, the board approved the following: 208 209RESOLVED THAT CHAPTER IV, SECTION D OF THE HOUSE OF DELEGATES 21002/11BT46 MANUAL BE AMENDED TO READ: 211 212Alternate delegates do not have the privilege of access to the floor but may be seated in the 213visitor's section or in a section designated specifically for alternate delegates. 214Each component society delegation, through a chair elected by the delegation to the annual 215session, shall have the privilege of determining the duly elected alternate delegate who shall be 216substituted for an absent delegate from that component society. If a delegate cannot participate 217in a meeting of the House of Delegates, the district chair must report to the Committee on 218Credentials the name of the alternate delegate who will be seated in place of the delegate. 219If an alternate delegate is to act in the absence of a delegate for any meeting of the House of 220Delegates, that delegate shall surrender his/her voting card to the Committee on Credentials 221and a duly elected alternate delegate from that component society must present him/herself 222before the Committee on Credentials prior to being seated. 223If an alternate delegate is to act in the absence of a delegate for an entire meeting of the House 224of Delegates, the district chair must report to the Committee on Credentials the name of the 225alternate delegate who will be seated as a delegate. 226If an alternate delegate is to act in the absence of a delegate for a portion of a meeting of the 227House of Delegates, it is acceptable for a credentialed alternate to use a delegate’s voting card 228for a short interval during any meeting of the House of Delegates. The exchange of the voting 229card between credentialed delegate and alternate delegate must be witnessed by a member of 21Board of Trustees Draft 22February 26, 2011 23Page 6 of 9 24 230the Committee on Credentials. It is not acceptable for the delegate or alternate delegate to give 231the voting card to a member-at-large. 232 233These three resolutions will be forwarded to the House of Delegates. 234 235Annual Session Report 236Dr. Davis reported that $58,000 has been raised through fundraising efforts, with PDAIS 237being the largest sponsor. Registration will begin on Thursday afternoon and hospitality 238suites will be open that evening. Friday evening’s receptions will be open to all Annual 239Session attendees. The President’s Dinner on Saturday evening will have cultural 240theme. 241 242At the November 2010 meeting, the board directed the Annual Session committee to 243gather feedback from the delegates and alternates about the new Annual Session 244format. The Annual Session Committee was authorized to make the decisions on the 245survey questions that will be included. 246 247President’s Report 248Children’s Health Insurance Program benefits have caused concerns with PDA’s 249Access to Care Committee (ACC) and the Pennsylvania Academy of Pediatric 250Dentistry. A letter has been sent to Mr. Peter Adams of the Department of Insurance 251with ACC’s response. 252 253Every PDA delegate and alternate who is currently a non-contributor to PADPAC will 254receive a letter prior to Annual Session encouraging them to become a contributor and 255to lead by example. 256 257A letter from Dr. Ismail was sent to the State Board of Dentistry (SBOD) asking for 258clarification on the SBOD understanding of the Community Dental Health Coordinator 259(CDHC). There have been attempts by the members of the SBOD to place CDHC’s into 260Expanded Function Dental Assistants positions, which defeats the purpose of the 261CDHC program. PDA will endorse the completion of the CDHC pilot program in 262Philadelphia. 263 264President-Elect’s Report 265The Strategic Planning Committee discussed adding a seventh goal to the PDA 266Strategic Plan for 2011-2015; the committee agreed that an organizational excellence 267goal should be added. 268 269Goal 7: Organizational Excellence: PDA will continue to develop an organizational structure 270 that fosters sound governance, financial stability and effective communications.

Objectives Responsible parties/Action items Performance Metrics OE1 Increase effectiveness and trust level  PDA Officers, BOT, and HOD  HOD implementation between the HOD and the BOT  Implement HOD directives chart completion  BOT should Prepare materials for the  Meet all HOD prep 25Board of Trustees Draft 26February 26, 2011 27Page 7 of 9 28 Annual Session to keep the HOD fully deadlines by all BOT informed committees/ officers  HOD members report to the Annual  Delegates who have Session prepared to deliberate and their Annual Session vote on the materials opened and reviewed OE2 Increase effective communication  CPRC  Survey members as with membership  Produce informative Transitions, PDA needed to determine if Journals, and email communications important information is being disseminated OE3 Continue to develop controls on  BOT and BPFC  Decreasing administrative expenses  Analyze budget and PDA programs to administrative maximize the use of each dues dollar percentage of actual PDA spending

271By unanimous vote, the board approved that Goal 7: Organizational Excellence be 272added to the Strategic Plan. 273 274RESOLVED THAT GOAL 7: ORGANIZATIONAL EXCELLENCE, BE ADDED TO 27502/11BT47 THE PDA STRATEGIC PLAN 2011-2015. 276 277Speaker of the House 278Dr. Korch reported that he will be available on Thursday, prior to the first House of 279Delegates meeting, to answer questions that any districts may have. 280 281Treasurer’s Report 282The Budget, Finance and Property Committee (BFPC) reviewed the income statements 283and balance sheets through December 31, 2010. Membership statistics showed that 284PDA ended 2010 with 3766 full time-equivalent members. 285 286The BFPC discussed PDA financial policies HD 02-20, HD 02-21 and HD 04-42. The 287committee agreed that PDA is in compliance with the policies. 288 289PDA will receive ADA State Public Affairs (SPA) funding through June 30, at 66 percent 290of the 2010 grant amount. BFPC recommends that attempts be made to negotiate a 291lower rate from Wodjak & Associates and the Bravo Group. If SPA funding from ADA is 292discontinued entirely, the committee recommends that Wodjak & Associates be retained 293on an hourly basis, or be discontinued.

294The 2010 PDA audit is scheduled to begin March 7 and last for two weeks. Since PDA 295Annual Session is three weeks earlier this year, the audit may not be completed by the 296start of Annual Session. Lisa Ritter, PDA Auditor, will be prepared to present an interim 297report to the House of Delegates if necessary. 298 299In consideration of the fact that PDAIS may exceed space availability at the PDA 300Central Office, BFPC is reviewing properties in the Harrisburg area. BFPC has recently 29Board of Trustees Draft 30February 26, 2011 31Page 8 of 9 32 301reviewed two listings, both on North Front Street. No decision has been made on the 302properties. 303 304ADA Trustee’s Report 305Dr. Weber reported that ADA Board Meetings have been extended by an extra day in 306order to try to accommodate its work load. The ADA Board will now meet in Chicago 307Saturday-Wednesday. 308 309The ADA has published a paper entitled “Breaking Down Barriers to Healthcare” that 310can be used as a resource to determine the ADA’s view on healthcare issues when 311meeting with legislators and policy makers, or for discussion within the districts. ADA is 312transitioning from the term “access to care” to “barriers to care” which more accurately 313expresses the issue. 314 315It is likely that a resolution will be presented to the ADA House of Delegates requesting 316that an outside consultant be hired to examine ADA’s governance and structure. 317 318In response to worldwide concern about the use of mercury amalgam, it is growing 319increasingly harder to continue to promote the use of mercury amalgam as a restorative 320material. ADA’s policy is to promote the use of amalgam separators; ADA will invest in 321the development of alternative restorative materials. 322 323CEO Report 324Ms. Kostelac-Cherry reminded the trustees to properly vet each proposed House of 325Delegates resolution before submitting them to the Central Office. Each resolution 326should include a fiscal implication. 327 328There will be board orientation for incoming board members; any returning board 329members are invited to attend. The orientation will include information about how the 330board conducts business, fiduciary responsibility and social network training. 331 332Ms. Kostelac-Cherry reported that in January Rachel Damrauer, Communications 333Coordinator, accepted a position with the Pennsylvania Medical Society. Natalie 334Kinsinger, Web Content & Graphic Design Manager, will soon be out on maternity 335leave. 336 337Based on board comments about Bedford Springs as a possible site for future PDA 338Annual Sessions, Ms. Kostelac-Cherry requested that the board begin to evaluate and 339consider future Annual Session formats and delegation sizes when suggesting future 340sites. 341 342Legal Counsel Report 343Attorney Weber provided an update on the Dental Assisting National Board (DANB) 344attempt to trademark the term “certified dental assistant.” ADA filed a lawsuit against 345DANB in the federal district court in Chicago after negotiations between ADA, PDA and 33Board of Trustees Draft 34February 26, 2011 35Page 9 of 9 36 346DANB proved to be unsuccessful. Even though a lawsuit has been filed, ADA and PDA 347are still willing to negotiate with DANB to reach a resolution. 348 349The IRS has become more aggressive in its audits, particularly of non-profit 350organizations. Any district or local dental societies that have questions regarding its 351business practices should contact PDA. PDA staff was directed to create a forum on 352the PDA Social Network to field IRS and audit related questions. (02/11BTDA01) 353 354Forensic Odontology Committee 355The board discussed the Forensic Odontology Committee and the role of the committee 356as outlined in the PDA Bylaws. 357 358Plaques for PDA Volunteers 359By unanimous vote, the board approved that a plaque be presented to each PDA 360Officer, Trustee and Committee or Task Force member at the end of their service. 361 362RESOLVED THAT PDA PRESENT EACH PDA OFFICER, TRUSTEE, COMMITTEE 36302/11BT48 AND TASK FORCE MEMBER WITH A PLAQUE AT THE COMPLETION 364 OF THEIR VOLUNTEER SERVICE TO PDA. 365 366Sixth District Resolution 367The board discussed a draft resolution from the sixth district regarding access to dental 368education. After reviewing the draft resolution, the board recommended that the sixth 369district first contact Dr. Korch so that the resolution may be properly vetted. 370 371Adjournment 372The meeting was adjourned at 1:15 p.m.