March 4, 2008

MEMO

Posted in 1 at 1:51 pm by pamsorg

February 20, 2008


TO: TO All Chapter Presidents and Board of Trustees

FROM: RENE CATAN, MD, FPAMS

President

RE : Chapter Presidents’ and Board of Trustees Meeting

You are hereby enjoined to attend the joint Chapter Presidents’ and Board of Trustees Meeting on March 9, 2008, 6: OOPM at PMA Lifebouy, PMA Cmpd., North Ave., Quezon City.
Topics to be discussed will be:
1. Strategic plans for 2008

2. Clinical Registry Program

3. CME Program

4. Status of DOH and Gawad Kalinga Memorandum of agreement

5. PAMS Goal for Medical Advancement Program (PGMA) Updates

6. Constitutional amendments

7. Election for BOT 2008 and Updates on 7th Mid-year Convention

8. Other Matters

We hope to gather in good attendance to facilitate easier dissemination of information to all members.


Thank you for your usual cooperation.


Rene C. Catan, MD, FPAMS (Orth)

President

 

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February 18, 2008


TO : FRESCO B. YAPENDON, MD, FPAMS

FROM: RENE CATAN, MD, FPAMS

President

RE : Vouchers

You are requested to return all documents and vouchers pertaining to PAMS financial report for the year 2007 to the secretary office on or before Thursday, February 21, 2008.

It has come to our knowledge that you have possession of such documents without proper and formal request either from the Executive committee and Board of Trustees. Please explain in writing as to why said documents were removed from the office.

Rene C. Catan, MD, FPAMS (Orth)

President

 

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February 20, 2008

TO : FRESCO B. YAPENDON, MD, FPAMS

FROM: RENE CATAN, MD, FPAMS

President

RE : Diplomate Certificates

You are hereby requested to affix your signature on the attached Diploma for distribution to our members, this has been long over due as such documents are needed by the concern members for their PHIC accreditation.
Please submit the same on or before Friday, February 26, 2008 at the secretariat office.
Thank you for your usual cooperation.

Rene C. Catan, MD, FPAMS (Orth)

President

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February 20, 2008

TO : DAISY L. CAMITAN, MD, FPAMS

Chancellor, Dermatology

FROM: RENE CATAN, MD, FPAMS

President

RE : Accreditation

Please follow up and submit report on the PANSA, request for affiliation to PAMS on or before February 29, 2008, coordinate with the secretariat and Dr. Danilo Vergara, Chairman on Membership and Accreditation Committee with regard to the application status.
Thank you for your usual cooperation.

Rene C. Catan, MD, FPAMS (Orth)

President

 

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February 20, 2008

TO : DANILO VERGARA, MD, FPAMS

Chairman, Committee on Membership and Accreditation

FROM: RENE CATAN, MD, FPAMS

President

RE : Accreditation

Please follow up and submit report on the Philippine Academy of Non-Surgical Aesthetics (PANSA), request for affiliation to PAMS on or before February 29, 2008, coordinate with the secretariat and Dr. Daisy L. Camitan, Chancellor in Dermatology with regard to the application status.
Thank you for your usual cooperation.

Rene C. Catan, MD, FPAMS (Orth)

President

 

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March 4, 2008

To : Fresco Yapendon, MD, FPAMS (IDTM)

From : The PAMS President

Re : Announcement of Meetings

I have been informed by the Secretariat that you have ordered them to send out invitations for a BoT meeting this week. In as much as I have already called for three previous meetings of the Board, I regret to inform you that this purported meeting does not conform to the requirements set by the SEC of formally informing all the members of the BoT by writing in which the agenda of the meeting will have to be stated.

So as not to confuse our membership any further may I request you to please coordinate with the Office of the President before making such announcements and to discuss the same the date and agenda for proper dissemination. My line of communication is always open for any queries and clarification.

Rene C. Catan, MD, FPAMS (Orth)

National President

 

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March 4, 2008

To : Fresco Yapendon, MD, FPAMS (IDTM)

From : PAMS President

Re : Return of 2007 Vouchers

This is to follow-up on my previous memo dated February 20, 2008 issued ordering you to return the official PAMS vouchers and receipts covering the period of January to October 2007 which have been reported lost by the Secretariat, the external Accountant and Treasurer. Also explain in writing why such documents are in your possession.

Let me remind you that as an incumbent Vice-President of the PAMS you are to protect the interest of the organization and your actions should not run counter to the its pursuits and ideals.

Your immediate action is expected as soon as possible.

Rene C. Catan, MD, FPAMS (Orth)

National President

February 20, 2008

Clarification of PAMS’ Organizational Status

Posted in Official Communications at 12:46 pm by pamsorg


February 18, 2008

TO : ALL PAMS MEMBERS
FROM: RENE C. CATAN, MD
President
RE : Clarification of PAMS’ Organizational Status

In the previous weeks, most of us were recipients of several scurrilous correspondence, memoranda and text messages masquerading as official PAMS communication. These originated from a misguided few in our organization who, despite their utter lack of mandate, want to arrogate unto themselves functions and prerogatives of the Board of Trustees (Board) and the Executive Officers on the premise of an imagined crisis in PAMS, Like most of you, I was initially inclined to ignore their machinations since these were blatantly in direct violation of our Articles of Incorporation (Articles) and By- Laws as well as of the Corporation Code (Code) and, thus, were clearly unworthy of being dignified with an official reply. However, as this minority persists in its attacks and seems to be taking its ill-advised suppositions too seriously, I am constrained by the urging of our officers and members to one and for all clarify PAMS’ organizational status and preempt the efforts that now threaten to undermine the high ideals of medical professionalism that underpins PAMS’ reason for existence.

It is well to stress at the outset that PAMS, as a corporate entity, is limited only to such rights, powers, and attributes as are expressly granted by law, principally the Code, and its approved charter (i.e, the Articles and By-Laws). The catchphrase “government of laws and not of men” appropriately underscores this point and we need not get into the finer points of corporation law; it suffices that this means PAMS can only undertake such actions as are consistent with what the law provides in conjunction with the provisions enshrined in our Articles and By-Laws as sanctioned by the Securities and Exchange Commission (SEC). Any act over and beyond these parameters is ultra vires, illegal and void.

The general authority and Power to manage PAMS’ corporate business belongs to the Board of Trustees.

A corporation exists as a person by fiction of law and can only pursue its corporate purposes through its duly constituted representatives whose acts within their authority are deemed acts of the corporation itself. Thusly, Section 23 of the Code expressly states:

“Unless otherwise provided in the Code, the corporate powers of all corporations formed under this code shall be exercised …trustees to be elected from among the… members of the corporation, who shall hold office for one (1) year and until their successors are elected and qualified.”

It is a well-settled legal postulate that the authority of the Board over corporate affairs is paramount and hold true except in very specific instances when the law reserves judgment and action to the general membership (i.e., changes of a fundamental character such as amendment of the Articles and By-Laws or corporate dissolutions). In fact, within the ambit of its prescribed powers, such Board’s decisions are absolute and may not be interfered with by even the members themselves. The imposition of any devise or agency with the power to supervise or review its acts is repugnant to the Code and is illegal, even if it were the Board itself that creates it, since this would be an abdication of the responsibilities imposed upon it by law.

Based on the foregoing, it is therefore plainly evident that the series of memoranda we received from persons messiahnically proclaiming themselves “founder” of PAMS and claiming by “historical precedence” tremendous superpowers to “impose their will” on our organization; terminate the Executive Officers; force the officers of the Board of Trustees to resign; and conjure up super committees with oversight powers over every aspect of PAMS’ administration are delusional and self-serving. There is no place in our organizational scheme, as outlined in our Articles and By-Laws and as circumscribed by the Code, for the “Council of Advisers”, with prerogatives far superior to the Board, and a permanent Comelec that can disqualify some members from becoming officers on the basis of self-imposed qualifications.

The members of the 2007 Board of Trustees and the Executive Officers are duty bound to continue in office on a HOLD-OVER capacity due to the failure to hold elections during the National Convention last November.

The minutes of the Convention will show how the scheduled elections for new members to the Board had to be called off. The “comelec” insisted on its self-imposed qualification requirements and was poised to disqualify some members who had filed their candidacy; this elicited such an uproar that some delegates threatened to walk-out of the proceedings in protest. At length, the “comelec” relented upon intervention of clearer heads but then the Convention was already in its final stages and quorum was uncertain, so it was decided by the “comelec” to announce a failure of election. (The required report of what transpired has been submitted to the SEC.)

Ironically, this failure to hold elections precipitated as it was by the intransigence of the supposed “comelec” is now being used to impugn the incumbent officers.

There is no question that there must be an election of trustees and officers on the date and under circumstances provided in our By-Laws. However, it is no less settled in corporate jurisprudence that in case of justifiable failure to hold regular elections, as in the present case of PAMS, the incumbent Board should hold-over their office until their successors are duly elected and qualified.

In instances of hold-over, the extent of the powers of the hold-over Board includes the execution of all acts as may be exercised by a regular Board with the possible exception of a fundamental reorganization. Accordingly, the incumbent members of the PAMS Board and Executive Officers are validly continuing their tenure and the claimed crisis in PAMS leadership exists only in the overly-active imagination of a few who are using it as an excuse for a power grab.

You will be pleased to know that PAMS, under the stewardship of the present hold-over Board and Executive Officers, is valiantly forging ahead with an aggressive expansion program to set up new chapters, and providing our membership with meaningful activities through continuing medical education and the Clinical Registry Program. PAMS will pursue its commitment to Gawad Kalinga and with the Department of Health through our medical and surgical missions. Professional development has been the hallmark of this administration.
I hasten to add in this connection, that the present officers have every intention of securing a fresh mandate at the earliest opportune time. A call for a Special Meeting of the General Membership during the Mid-year convention for the purpose of holding an election will be issued in due course.

To all Chapter Presidents and Members

Posted in Official Communications at 12:46 pm by pamsorg

To all Chapter Presidents and Members

January 31, 2008
_________________________
_________________________
_________________________
Dear Colleague:
The Executive Committee last Monday, January 28, 2008 through a majority decision decided to write a letter of appeal to the Securities and Exchange Commission to allow your current and holdover Board of Trustees to conduct the general elections for the members of the Board. As mandated in Sec. 2, Article III of the PAMS By-Laws which was duly approved by the SEC, it states that “all officers of the association shall hold office for one year and until their successors are duly elected and qualified.” Because of failure of the PAMS COMELEC to conduct an election during 13th Annual Convention your officers, therefore, are duty bound and morally obligated to assure a smooth and peaceful transition of our leadership within the bounds of the PAMS By-Laws and the Corporate Code.
In the meantime, PAMS activities i.e. our continuing medical education, the chartering of new chapters in the provinces, the preparations for our mid-year and annual conventions and the conduct of our diplomate and re-certifying examinations will have to push through. Other major challenges that we face this year are our commitment and involvement in the Department of Health’s program for the disabled, our participation in GAWAD KALINGA, the establishment of our training programs in the provincial hospitals, and strategizing the distribution and use of the mobile units donated to us by President Gloria Macapagal-Arroyo. Also included is our support to DR. TIBURCIO S. MACIAS’ candidacy for PMA President. I am certain that this year’s elected officers will have their hands full.
In this regard, please await further instructions through our new website which shall be announced soon. Pamsnet.com has ceased to be our official website because previous announcements released through this site were not known nor cleared by the BOT or the Execom. Furthermore, attempts by the secretariat to gain access to the pamsnet.com website have been unsuccessful since the password has been changed by unauthorized and unscrupulous individuals.
I believe that PAMS’s greatest challenge this year is whether we as a corporate body will be mature enough to withstand the challenges from within. Our By-laws need to be amended to suit our rapidly growing and changing community. Mistrust and internal scheming are rotting our fellowship like cancer that feeds on our doubts and misunderstanding. Let us not get way-laid on the task ahead of us.
I am with the conviction that God in his sovereign wisdom are trying, drilling and molding us for greater challenges in the future. You have a vital part in setting the course of PAMS’s history. Do not allow your privilege to be manipulated or be trampled upon. A clean and honest election is our only option.
Let your vote be counted!

Truly yours,

Rene C. Catan, MD, FPAMS (Orth)
President
Philippine Academy of Medical Specialists

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