Resource Library

As boards navigate between today’s fragmented, volume-focused health care system and a system that is more integrated and value-driven, there are plenty of issues that keep trustees up at night (see Figure 1). Are the transformational changes now confronting health care organizations affecting the way boards govern?

A reason for being. An organization’s purpose or identity. An expression of what an organization believes it must be to best meet the needs of its stakeholders. These are descriptions of what we commonly think of as “mission.” Members of a health care organization’s board are responsible for governing in ways that help fulfill their organization’s mission. But what does that really mean? How does a hospital’s mission relate to effective governance?

The relationship between boards and chief executive officers can be fraught with challenges, and trustees often are unsure of how to handle certain delicate situations. But using a framework of etiquette can provide guidance.

Four basic rules can help boards make better executive compensation decisions. While boards and their compensation committees do a good job of overseeing executive compensation, there are several common flaws in what is otherwise a strong process.

Board support is essential in helping doctors take on and succeed in leadership roles. The emerging health care environment requires far more physician leadership than has been needed in the past. But there is a natural barrier to physicians who answer the call to lead, and it is best described as “physician whiplash.”

The rules of engagement for board members have changed dramatically. Historically, the trustee position was honorary; today, trustees are expected to interact more with management and the community and know more about operations.They also have added accountability for legal and regulatory matters. As this role grows in complexity, hospitals are challenged to prepare and educate board members efficiently to be effective fiduciaries without overwhelming them.

Health care organization trusteeship is getting more complicated and challenging as pressures to improve quality and safety, reduce costs, increase transparency and accountability, and use changing and evermore-expensive technology converge. At the same time, hospitals face increasing competition from unexpected sources for patients and for professionals in critical disciplines.

Maintaining the public trust a hospital and its board can only be effective if they maintain the trust of those the organization serves. According to the Center for Healthcare Governance and the Health Research & Educational Trust’s Blue Ribbon Panel on health care governance, maintaining the public trust is the board’s most important responsibility."

The recent economic crisis, coupled with weekly headlines about one company after another demonstrating poor corporate governance choices, led investors and corporate watchdogs to blame boards of directors for less than-expected company performance. These stakeholders argue that directors were asleep at the wheel and not paying close enough attention to their oversight responsibilities.

The role of a health care organization trustee gets more complicated and more sophisticated every day. Pressures are increasing simultaneously for higher quality, lower cost, more transparency and accountability, and use of evolving and evermore expensive technology.

From accountable care organizations to clinical integration, forging a close bond between physicians and hospitals for improved quality results is now an imperative.

The hospital's board chair picks up the phone in his office at TriState Bank headquarters. The CEO’s voice on the other end of the line is stark and serious. “The medical executive committee just gave me a unanimous no confidence vote,” he says. “They’re complaining about closed communications and aloofness. And the Gazette called and wants to talk about my compensation."

There’s hardly a health care board member, past or present, who hasn’t heard of the age-old governance mantra “no margin, no mission.” For years this simple phrase captured what most trustees came to believe was their primary obligation: to ensure the financial viability of their hospital or health system. Days cash on hand, debt coverage ratio and net operating margin were key measures that defined high or low performance.

Over the past decade, we have learned much about board effectiveness. A growing body of research has systematically confirmed the intuitive link between board and organizational performance: higher-performing boards are associated with higher-performing organizations.

Hospital and health system boards are being overwhelmed by hundreds of quality indicators from numerous sources. Many are required or linked to payment incentives, but some are part of voluntary improvement programs. Amidst the deluge of numbers, leaders could miss valuable, potentially actionable information.

The role of a health care organization trustee is getting more complicated and more sophisticated every day. Pressures are increasing simultaneously for higher quality, lower cost, more transparency and accountability, and use of evolving and ever-more-expensive technology.

This monograph covers the basics of strategic planning, including definitions of common terms, a description of the planning process and the characteristics of successful plans. It describes the board’s role in planning, including why plans fail, common weaknesses and how boards can support successful plan implementation.

Mapping the values and concerns of stakeholders against company strategy is one way to show where stakeholder concerns are aligned with current strategy and to create awareness of where risk or reward exist.

For effective oversight, boards must engage at three levels: see, own and solve.

This resource is intended to be an example that boards should adapt to meet their individual needs.