Angela Robertson Executive Director, Central Toronto Community Health Centres May 23, 2013

The Role of the Board

The Role of the CEO

Fiduciary duty: Act honestly and in good faith with a view to the best interests of the Corporation Duty of Care: Exercise care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances. Oversight
Obligations to governments & funders Ensure that the organizations meet the requirements imposed by law, both civil and criminal.

Setting vision, strategy and direction - and use to align work of the organization Building Culture & Team. Work gets done through people, and people are profoundly affected by culture, a great place to work can attract and retain the very best. Operational Leadership & Accountability

How

Setting Mission/Vision Guide strategy and focus Monitor financials Hire CEO and responsible for CEO accountability Prioritize and focus on the most important risks and mitigation of those risks.

Governance leadership, direction, policy setting and oversight.

Resource allocation. The CEO sets budgets, resource projects which support the strategy Ensures compliance with legislation, regulations & funder requirements Revenue Canada Tax & Remittances AODA, French Language Services Act OH&S, FIPPA Excellent Care for All
2

Nose in, hands out governance vs. operational leadership Board agreement about their roles and responsibilities Appreciation that Boards are not liable for bad business judgement, they are liable for bad duty of care Shared understanding that good boards are not steroids, they are anti-inflammatory Boards make decisions as a group, but members conduct is their own Partnership in developing and maintaining effective processes Facilitating positive culture and relationship between Board and management (including between the Chair & CEO)

Adapted from David S. Weiss & Claude Legrand, Innovation Intelligence (2011)

LHIN & MOHL-TC

MOHL-TC Priorities: Ontarios Action Plan for Health Care Action Plan has three pillars:
1. 2.

Board Accountabilities

Keeping Ontario Healthy Faster Access to Stronger Primary Care Providing the Right Care, Right Time, Right Place

Accountable through MultiSectoral Accountability Agreement (MSAA) & Community Accountability Planning Submission (CAPS)
Balanced budget Accountability indicators CEO Performance Agreement Procurement practices

3.

LHIN-Wide System Imperatives and Linking Provincial goals

1. 2.

Quality Improvement Plan -

Excellent Care for All Act

Leading with Quality & Safety Strengthening and Enhancing Access to Primary Care Enhancing Coordination and Transitions of Care for Target Populations Holding Gains (stabilize and sustain)

Quality Committee Patient Declaration of Values Client Satisfaction Survey

3.

Broader Public Compensation Restraint to Protect Public Services Act

Performance based leadership compensation
4

4.

Good governance processes are likely in my view to create an environment that is conducive to success. It does not follow that those who have good governance processes will perform well or be immune from failure. (The failure of HIH Insurance. HIH Royal Commission. 2003) So if following good-governance regulatory recipes doesnt produce good boards, what does? The key isnt structural, its social. (What Makes Great Boards Great, by)

Create climate of trust, respect and candor

Foster culture of inquiry and open disagreements

CEO responsible for sharing important and difficult information to ensure Board makes informed decisions that are in the best interest of the organization Remember you are part of the organization so less need for you to play devils advocate and tough questions need not be adversarial Engaged Boards are committed and effective champions for the organizations interests Feedback supports culture of continuous improvements and lack thereof is self-destructive Ensure systems in place to monitor and evaluate organizations progress towards achieving equity and inclusion

Facilitate and ensure individual accountability & leadership Evaluate the Boards performance

Apply an equity and diversity lens to ensure Board fosters inclusive governance structures and practices

Adapted fromJeffrey A. Sonnenfeld. Harvard Business Review. 2002