|
Chapter 3
FQHC Start-up Part B - Governance
One of the distinctive characteristics of federally qualified
health centers is the requirement of a governance board that has
full authority and management over health center operations. The
board is a policy-making body constituted primarily of community
members and is a key component in keeping the health center
answerable to the population it serves. Development of a
community-based governance board is a priority for any new-start or
expansion and must follow the specific conditions outlined in this
chapter:
General Board Requirements
The creation of a governing board should be one
of the primary measures taken when starting a new health center. The
establishment of an oversight body comprised of the very
community being served is a uniquely advantageous aspect of FQHCs
and its composition has very precise guidelines. According to section
330 provisions a health center must have a governing board
that
- is comprised of individuals, a majority
of whom are being served by the center and who, as a group,
represent the individuals being served by the center
- meets at least once a month
- determines the services which will be
provided
- carries the legal and fiduciary
responsibility for clinic operations and funding
- schedules the hours during which the
services will be provided
- approves the center’s grant application
and annual budget
- participates in strategic planning and
organizational goal management
- endorses the selection of the health
center director
- establishes general policy for the center (except in cases of
public entities)
Board Composition
The constitution of a governing board is intended to maintain a
dynamic that advances the needs and priorities of the community
being served. As such, the following composition regulations must be
adhered to in the interest of supporting the community:
- FQHC boards must have between 9 and 25
members and size should be relative to the size and complexity of
the organization
- A majority (at least 51%) of the board
must be made up of consumers, those individuals who use the CHC as
their primary source of health care and live/work in the service
area
- Consumer board members should reasonably
represent users of the health center in terms of race, ethnicity,
gender, etc.; when funding is solely for “special populations”
such as homeless or public housing service centers, the majority
of consumers should be derived from the target population
- One half or less of non-consumer board
members may be individuals who receive more than 10% of their
income from the health care industry; exceptions can be made for
healthcare workers who are themselves users of the health center
in which case they are considered “consumers”
- Non-consumer members should be chosen for
their expertise in areas relating to community affairs, financial,
legal, social services, etc.
- Health center employees and relatives of employees are
ineligible for participation on the board
Selection of Board Members
The selection of board members is a process highly influenced by
the governing rules of the particular health organization. The
by-laws, which must be approved by the a health center’s governing
board, specify details pertaining to election, term limits, board
leadership and responsibility. Again, of utmost importance is to
ensure selection of members whose interest and background best
embodies those of the community.
Board Training and Development
A beneficial and necessary part of governance boards
establishment is the enhancement of board members skills, knowledge
and participation through training and development efforts. It is
essential that board member be sufficiently experienced with health
center issues in order to make informed decisions about policies,
financial arrangements and strategic planning. To foster
knowledgeable participation, governing board members should be
supplied with opportunities for orientation, educational training,
self-evaluation, and identification of further development needs.
The board itself is responsible for the organization and
implementation of the necessary training.
Board Functions and Responsibilities
A health center governing board has a number of functions and
responsibilities. It is not only beholden to promoting the
community’s wellbeing but is also legally accountable for making
certain the health center operations follow proper federal, state
and local regulations and remains financially viable.
Bylaws and Legal Liability
By-laws for a governing board will be established and approved by
the board as one of its initial duties. These regulations should
account for all aspects of a governing board’s duties and should be
sure to address:
- The health center mission
- Membership size, composition,
responsibilities, terms of office, etc.
- Officer duties, selection process, terms
of office, etc.
- Committee standing, membership,
responsibilities, etc.
- Meeting schedules, location and
recording/storage of minutes
- Safeguards against conflict of interest
The legal liability of a board often does not extend to its
individual members, although as a collective they are responsible
for the proper functioning of health center activities under state
corporation laws. Many state laws require mainly that board members
purse their duties “in good faith” with the community’s best
interest in mind. A few specific liability guidelines are as
follows:
- It is the responsibility of the board
members to ensure that the organization carry fulfils its mission
in accordance with bylaws and state/federal funding guidelines
- Board members cannot be held personally
liable for faulty business/financial decisions if they were
originally made in good faith without a conflict of interest
- Conversely, members CAN be held
personally liable if decisions are neglectful of responsibilities
and are in violation of conflict of interest or federal/state
regulations
- The board of directors should play a central in creating and
employing a Corporate Compliance Program
Duties of the Board
As the primary authority of a health center’s operations,
governing boards have oversight duties relating to all aspects of
FQHC functions. The following break-down covers the major aspects of
board responsibilities and is directly referenced from the NACHC
start-up guide (see references):
- Human Resources: The board establishes
personnel policies and procedures, including selection and
dismissal policies, salary and fringe benefit schedules and
programs, employee grievance policies, and equal employment
opportunity practices. The board also hires and evaluates the
performance of the executive director.
- Finance: The board adopts policies for
financial management practices including a system to assure
accountability for center assets and resources, approves the
annual budget, selects the independent auditor and accepts the
audits, approves the payment and eligibility for services
including criteria for fee discounts for individuals with incomes
below 200% poverty
- Planning: The board engages in strategic
planning to ensure that the center is prepared to success in a
changing health care environment, continues to address identified
community health service needs and pursues organizational goals
and mission through the center’s operations. The board approves
the center’s purpose, mission and roles.
- Operations: The board adopts operational
policies including scope and availability of services, and
quality-of-care audit assessment and improvement programs and
policies.
- Evaluation: The board evaluates health
center activities including the quality of patient care services,
service utilization patterns, productivity of providers, patient
satisfaction, achievement of project objectives, and development
of a process for hearing and resolving patient grievances.
- Legal: The board must ensure that the health center is
operated in compliance with applicable federal, state, and local
laws and regulations. The board must protect the corporation from
unnecessary liabilities and assure compliance with the OIG Corporate Compliance
Guidelines
Board Committees
Based on the size and need of a health center, a general
governing board can be divided into committees charged with handling
more detailed and specific tasks. They can approach such topics as
budgets, program planning, operations analysis, etc. with more focus
and efficiency. In cases where bylaws permit it, board committees
may even be able to include non-board members with specialized
expertise. Committee development is a process unique to the needs of
each individual health center, but some common committees include:
- Executive (only committee authorized to
act on behalf of board)
- Finance
- Human Resources
- Quality Assurance
- Strategic Planning
- Development/Fundraising
- Marketing/Public Relations
- Education
- Nominating
In addition to standing committees that meet on an ongoing basis,
governing boards also have the power to create temporary ad hoc
committees designed to address one specific element at a given time.
In accordance with state corporation laws, the activity of
committees is generally limited to review and advisory functions.
Executive committees are the exception, being an extension of the
board itself with full authoritative capacity.
Exceptions and Variations
In some cases, there are exceptions and variations to the health
center governance board rules. Those health centers serving special
populations (i.e. section 330g, 330h, 330i) are permitted to request
a waiver for any or all governance requirements, so long as they
present a strong argument as to why the requirements cannot be met
and provide for alternative strategies of meeting the intent of the
governance rules. All other community health centers (section
330e) are not eligible for any such waiver regardless of their
additional funding for special populations.
|
