Governance in Action - Missouri Hospital Association

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Governance in Action - Missouri Hospital Association
Missouri Hospital Association
  Governance In Action
                                                                                                          2018 Leadership Conference
                                                                                                                         May 17, 2018

                                                                                            Governance in
                                                                                                   Action
                                                        (760) 814‐8578 ● kbass@viahcc.com      Karma H. Bass, MPH, FACHE
                                                        www.viahealthcareconsulting.com        Via Healthcare Consulting

                                                                                                                           2

                                                                         • Stay positive
                                                                         • Know what you know—and what you
                                                                           don’t
                                                                         • Embrace that which you can’t control
                                                                         • Focus on what matters
                                                                         • Don’t seek perfection nor dwell on
                                                                           problems
                                                                         • Know when to trust your gut
                                                                         • Have contingency plans
            Adapted from World Economic Forum article by Travis
            Bradberry, author of Emotional Intelligence 2.0
                                                                         • When all else fails, breathe

Karma H. Bass, MPH, FACHE, Via Healthcare Consulting
www.viahealthcareconsulting.com
(760) 814‐8578 – kbass@viahcc.com                                                                                                    1
Governance in Action - Missouri Hospital Association
Missouri Hospital Association
  Governance In Action
                                                                                    2018 Leadership Conference
                                                                                                   May 17, 2018

                                                                                                                              3

              Tools Boards Have to                                  Decision‐making
              Accomplish Work                                          Considered the most
                                                                          important role of
                                                                     governance. Decisions are
                                                                    based on policy. Boards can
                                                                    retain or delegate authority
                               Policy                                   for making decisions.
                          Formulation
                    Policies: Statements of intent
                       that guide and constrain
                     further decision making and             Oversight
                     action and limit subsequent
                                                         Central to everything boards do.
                       choices. Policies give the
                                                        Involves monitoring decisions and
                        organization direction.
                                                       actions to ensure they conform with
                                                       policy and produce intended results.
                                                                           © Via Healthcare Consulting 2018 All Rights Reserved

                                                                    Disruption and
                                                                    Transformation
                                                                       Underway
                                                                      Can We Withstand
                                                                     the Coming Deluge?

Karma H. Bass, MPH, FACHE, Via Healthcare Consulting
www.viahealthcareconsulting.com
(760) 814‐8578 – kbass@viahcc.com                                                                                                 2
Governance in Action - Missouri Hospital Association
Missouri Hospital Association
  Governance In Action
                                                                                       2018 Leadership Conference
                                                                                                      May 17, 2018

                                                                           2018: Vertical
                                                                         Integration and
                                                                        Mergers Abound
                                                       • OptumHealth, a subsidiary of UnitedHealth
                                                         Group, purchased DaVita Medical Group
                                                         increasing its employed physicians to 48,000
                                                       • Cigna has agreed to acquire the pharmacy benefit
                                                         manager Express Scripts
                                                       • CVS to buy Aetna
                                                       • Walmart in talks with Humana
                                                       • Walmart in talks to buy online pharmacy startup
                                                         PillPack
                                                       • Amazon offering medical supplies to physicians,
                                                         dental offices (discontinued offering to hospitals)
                                                       • All eyes on Walgreens, speculating its potential
                                                         move

                                                                  • Health care costs are "a hungry
                                                                    tapeworm on the American
                                                                    economy," Berkshire Hathaway
                                                                    Chairman and CEO Warren Buffett
                                                                  • The new company will be "free from
                                                                    profit‐making incentives and
                                                                    constraints" and seek to cut costs
                                                                    and boost satisfaction with the
                                                                    health care plan for employees of.
                                                                  • "The initial focus will be on
                                                                    technology solutions that will
                                                                    provide U.S. employees and their
                                                                    families with simplified, high‐quality
                                                                    and transparent healthcare at a
                                                                    reasonable cost.“
                                                                  • "Hard as it might be, reducing
                    Amazon, Berkshire Hathaway                      health care's burden on the
                                                                    economy while improving outcomes
                    and JPMorgan Chase Take on                      for employees and their families
                                                                    would be worth the effort.“ Jeff
                                     Healthcare                     Bezos

Karma H. Bass, MPH, FACHE, Via Healthcare Consulting
www.viahealthcareconsulting.com
(760) 814‐8578 – kbass@viahcc.com                                                                                 3
Governance in Action - Missouri Hospital Association
Missouri Hospital Association
  Governance In Action
                                                                           2018 Leadership Conference
                                                                                          May 17, 2018

                                                           “Hospital‐physician alignment
                                                               may be defined as a close
                                                           working relationship in which a
                                                           hospital and physicians place a
                                                              priority on working toward
                                                           common patient‐centered and
                                                            economic goals, have shared
                                                            financial incentives, and each
                                                            avoids conduct that damages
                                                                       the other”

                  The Hospital’s Relationship with
                  its Physicians is Trickier than Ever

                Quality, Safety,
                Transparency, and Payment
                 • Quality and safety performance is
                   public and accessible – do you
                   know yours?
                 • Payment models for hospitals are
                   becoming increasingly complex and
                   varied
                 • Hospitals and doctors are expected
                   to deliver on quality metrics or face
                   financial penalties
                 • Moving targets: Those who aren’t
                   continuously improving risk falling
                   behind

Karma H. Bass, MPH, FACHE, Via Healthcare Consulting
www.viahealthcareconsulting.com
(760) 814‐8578 – kbass@viahcc.com                                                                     4
Governance in Action - Missouri Hospital Association
Missouri Hospital Association
  Governance In Action
                                                                             2018 Leadership Conference
                                                                                            May 17, 2018

              Strong Board‐CEO
              Relationship Key Success
              Factor
               • Agree on the Board’s role and responsibilities in
                 general
               • Agree on a governance ‘philosophy’ ‐ the desired
                 interaction between the Board and the CEO
               • Write down the agreements in formal Board policies
                 and procedures
               • Develop written job descriptions for Board members
                 and CEO
               • Evaluate the CEO’s performance at least annually and
                 set goals for individual and organizational
                 performance

                    “Savvy boards follow
                       the GEPO rule:
                   Good Enough, Press On.”
                                       Barry S. Bader

             “We approach management and
               governance with the N‐I‐F‐O
                        principle:
                 Nose In, Fingers Out . . .”
                           James Marley, Chairman
                PinnacleHealth System, Harrisburg, Pennsylvania

                      © Via Healthcare Consulting 2018 All Rights Reserved

Karma H. Bass, MPH, FACHE, Via Healthcare Consulting
www.viahealthcareconsulting.com
(760) 814‐8578 – kbass@viahcc.com                                                                       5
Governance in Action - Missouri Hospital Association
Missouri Hospital Association
  Governance In Action
                                                                                                                       2018 Leadership Conference
                                                                                                                                      May 17, 2018

                                                                                                                           11

                         Governance vs. management
                         How to tell them apart…
                         • Governance – Exercising accountability by setting
                          goals, making major policy and strategy decisions,
                          and overseeing implementation
                         • Management – Delivering
                          results by implementing
                          policy and strategy as set
                          forth by the governing
                          body, managing
                          operations, and reporting
                          on performance
                                                                © Via Healthcare Consulting 2018 All Rights Reserved

                                                                                                                                       12

                         Questions to Help Clarify Roles
                           1. Is it big?
                           2. Is it about the future?
                           3. Is it core to the mission?
                           4. High‐level policy decision needed?
                           5. Is a red flag waving?
                           6. Is a watchdog watching?
                           7. CEO wants/needs board’s support?
                           Note: If the CEO asks the Board for advice on a management
                          issue, the CEO should ‘declare’ that intent, and be responsible
                                   for bringing the Board back ‘up’ to governance
                                                                   © Via Healthcare Consulting 2018 All Rights Reserved

Karma H. Bass, MPH, FACHE, Via Healthcare Consulting
www.viahealthcareconsulting.com
(760) 814‐8578 – kbass@viahcc.com                                                                                                                 6
Governance in Action - Missouri Hospital Association
Missouri Hospital Association
  Governance In Action
                                                                                                           2018 Leadership Conference
                                                                                                                          May 17, 2018

                                                                                Note: Board Chair does not normally
                Board Chair’s Role
                                                                                          have any special authority
                   • Help the board prepare
                   • Create a great agenda
                   • Work through tough issues
                   • Stay at governance / strategic level
                   • Advise the CEO if asked to play that role
                   • Facilitate a productive meeting
                   • Ensure the board and its committees are
                     effective and efficient
                   • Develop a healthy board culture

                         © Via Healthcare Consulting 2018 All Rights Reserved

                                                                                                                                                    14

             Your Primary Currency: Effective Board Meetings
                Targeted, governance‐level packets provided at least a week prior
                   to meeting
                  Agenda states action desired, estimated time of conversation, and
                   reference materials
                  60% of time spent on strategic and policy issues
                  At least 75% of time spent in discussions vs. reports
                  Verbal reports of packet material forbidden
                  Consent agenda utilized
                  “Dashboard” performance indicators used
                  Minutes provide an adequate summary of the meeting
                  Healthy board culture
                                                                                                  © Via Healthcare Consulting 2018 All Rights Reserved

Karma H. Bass, MPH, FACHE, Via Healthcare Consulting
www.viahealthcareconsulting.com
(760) 814‐8578 – kbass@viahcc.com                                                                                                                        7
Governance in Action - Missouri Hospital Association
Missouri Hospital Association
  Governance In Action
                                                                                                                2018 Leadership Conference
                                                                                                                               May 17, 2018

                                                                                                                                                         15

                              Board Culture Matters Most
                                                “We’ll be fighting the wrong war if we
                                              simply tighten procedural rules for boards
                                              and ignore their more pressing need to be
                                                 strong, high functioning work groups
                                               whose members trust and challenge one
                                               another and engage directly with senior
                                                     managers on critical issues.”
                                                Jeffrey Sonnenfeld, “What Makes Great Boards Great,”
                                                              Harvard Business Review

                         © Via Healthcare Consulting 2018 All Rights Reserved                          © Via Healthcare Consulting 2018 All Rights Reserved

Karma H. Bass, MPH, FACHE, Via Healthcare Consulting
www.viahealthcareconsulting.com
(760) 814‐8578 – kbass@viahcc.com                                                                                                                             8
Governance in Action - Missouri Hospital Association Governance in Action - Missouri Hospital Association
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