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Up-to-date, clearly written and concisely constructed bylaws can support oversight of current performance and enable an organization to nimbly confront challenges to its viability.
Presenter Luanne R. Stout addresses these and other questions to help determine the level of governance leadership your organization needs to build and sustain high-performing boards. In this webinar Stout outlines the components of a well-designed plan for governance, the roles of governance leaders and the knowledge and skills required at increasing levels of governance responsibility. She discusses factors boards and organizations should consider in determining the type and level of governance leadership they need. She also suggests questions to consider in making this determination in today’s dynamic, high-stakes health care governance environment.
This webinar outlines key questions for boards to ask and approaches to take to clarify an explicit role and job description for the board chair.
The governance challenges raised in the post-Enron environment are motivating many boards and their general counsels to draft new board policies and tighten up existing ones.
This is a sample committee charter: people and culture committee.
In most professions, there are clear and relatively consistent pathways along one’s career continuum, as well as clearly defined experiential and educational requirements. Not so with health care governance staffing, which ranges from board support provided by a CEO’s assistant all the way to a comprehensive governance support staff led by a senior vice president/chief governance officer.
Some 66 percent of U.S. hospitals are now part of health systems, according to 2016 survey data from the American Hospital Association. As systems continue to grow in scope and complexity, their governance often follows suit.
From time to time as provided in the bylaws, the Board may designate the Vice Chairperson as a Chair-Elect. In such cases, the Chair-Elect’s responsibilities go beyond the usual role of a Vice Chair to lead the board in the Chairperson’s absence. The responsibilities of a Chair Elect include...
Are You Prepared to Meet Today’s Governance Challenges? Serving on a community hospital or health care system board in today’s challenging environment takes more than the desire to fulfill a fiduciary duty.
The role of the board is to govern, not manage, the organization. To that end, the board carries out four roles...
Board policies do various things. Some describe how important processes, such as board self evaluation and CEO evaluation, are carried out. Other policies address standards of conduct such as a conflict of interest policy. Still others clarify delegations of authority such as the levels of authority granted to subsidiary boards, board committees and the CEO.
To clarify the difference between the board’s policy making responsibilities and management’s operational responsibilities.
A duty of obedience to the charitable purpose of the organization, a duty that should be demonstrable in all the board’s decisions. A duty of loyalty, to act based on best interests of the organization and the wider community it serves, not the narrow interests of an individual or stakeholder group. A duty of care, to be diligent in carrying out the work of the board by preparing for meetings, attending faithfully, participating in discussions, asking questions, making sound and independent business judgments, and seeking independent opinions when necessary.
Leadership. Guides and directs the governance process, centering the work of the board on the organization’s mission, vision and strategic direction.
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.
Hospital boards are beginning to take best practice cues from their corporate counterparts and modernize their communication methods by adopting board portals. A board portal is a secure “host”— i.e., an online storage system for managing trustee communications.
The following is intended to be an example that boards should adapt to meet their individual needs.
The Audit and Corporate Compliance Committee recommends policies and processes to the board related to...
Many governing boards are frustrated because most board meetings and committee meeting agendas are so full of both important and routine business that little time is left over for interactive discussion and questions concerning highly significant or future-oriented strategy and policy issues.
Spotty attendance at board and committee meetings used to be little more than a chronic nuisance, but with governance standards rising, boards are getting more serious about attendance. When a third or more of board seats are vacant or a few members are habitually absent, how can the board be fully informed, raise tough questions and reach independent conclusions as a group?