MINUTES
SMA Council Conference Call
Thursday, August 25, 2011
The meeting was called to order at 7:05 p.m. CDT by Eric E. Lindstrom, MD, President.
Roll Call
Members of the Council present: Eric E. Lindstrom, MD, President, Laurel, MS; Michael Gosney, MD, President-Elect, Muscle Shoals, AL; R. Bruce Shack, MD, Immediate Past President, Nashville, TN; Mark Williams, MD, Birmingham, AL; Steven Strode, MD, Sherwood, AR; Stuart Goodman, MD, Potomac, MD; Jeffery Brant, MD, Cartersville, GA; Fayez Shamieh, MD, Lake Charles, LA; James F. Conant, MD, St. Joseph, MO; Mason Jett, MD, Oklahoma City, OK; Wesley Eastridge, MD, Kingsport, TN; James J. Bernick, MD, Baytown, TX; Alonzo Myers, MD, Roanoke, VA; and Lawrence Wyner, Charleston, WVA.
Members of the Council absent: Gary Delaney, MD, President-Elect Designate, Orangeburg, SC; Ajoy Kumar, MD, St. Petersburg, FL; Donald Swikert, MD, Edgewood, KY; Nancy Swikert, MD, SMA Alliance President, Edgewood, KY; Ben Carmichael, MD, Hattiesburg, MS; and Steven Muscoreil, MD, Lumberton, NC.
Dr. Lindstrom commented upon the purpose of the conference call which was to review the package distributed regarding the proposed sale of the SMA Corporate Headquarters Building at 35 W. Lakeshore Drive, Birmingham, AL.
Mr. Ed Waldron prefaced the discussion with a reminder that selling the building was part of the discussion during the Long-Range Planning Committee Meeting held in Atlanta in 2008. Although SMA was not actively seeking a buyer, an opportunity presented itself a little over a month ago.
There was considerable discussion regarding the sale of the headquarters building with the focus on elimination of all debt and avoidance of imminent deferred maintenance easily costing 600-700 thousand dollars.
Following the lengthy discussion, a motion was made and seconded to approve the sale of the building with the stipulation that the vote be counted individually as yes or no.
ACTION: Council, having considered a contract for the sale of the building, is in favor of closing that contract with consideration from the SMA Services, Inc. Board that we include their portion of the building in that sale. The motion carried unanimously, with individual votes as follows:
Eric Lindstrom, MDYes
Michael Gosney, MDYes
R. Bruce Shack, MDYes
Mark Williams, MDYes
Fayez Shamieh, MDYes
Steven Strode, MDYes
Stuart Goodman, MDYes
Jeffery Brant, MDYes
James F. Conant, MDYes
Mason Jett, MDYes
Wesley Eastridge, MDYes
James J. Bernick, MDYes
Alonzo Myers, MDYes
LawrenceWyner, MDYes
After the motion was approved, Mr. Waldron requested consideration of a motion to restrict the use of approximately $230,000. This amount is the portion attributable to SMA’s portion of the building. A motion was made and seconded as follows:
ACTION: Restrict, as a Board, any proceeds above and beyond expenses for this sale and they can only be used by approval of the Executive Committee, Budget and Administration Committee and 2/3 majority of the Council. The motion was approved unanimously.
As a matter of record, because the building is condominiumized, SMA owning the lower floor and SMA Services, Inc. owning the upper floor, a conference call with the Services Board will be held Tuesday evening, August 30, 2011, to secure their approval.
Additional, Mr. Waldron will ask for their same approval/treatment of the reserve amount left after the sale of the building and payment of taxes. For SMA Services, Inc. the amount to be set aside is approximately $503,000.
The total to be restricted will be approximately $733,000.
There being no further discussion or business to come before the Council at this time, a motion to adjourn was made, seconded and approved.
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