1. Shared Governance Model
Cindy Strauss, Senior Vice President and Chief Legal Officer
Mike Holcomb, Chair, System Board

2. Shared Governance Elements:
Shared governance between System Board and Community Boards (CBs)
Two levels of CB authority
Delegated - full responsibility, authority, and accountability
Shared - provide advice, counsel, and direction to Providence Health & Services leadership
System Board delegates authority to the CBs when best overseen at the local level
CBs have responsibility to work with the local executives to fulfill System Operating Commitments

3. Shared Governance Model CB Shared and Delegated Responsibilities
Mission Inspired
Mission Integration & Effectiveness
Community Needs Assessment
Volunteer Programs
Community Relations & Advocacy
People Centered
Caregiver Satisfaction
Input on Local Executive Evaluation
Service Oriented
Customer Satisfaction
Physician Satisfaction
Quality Focused
Quality Management & Performance Improvement
Patient and Caregiver Safety
Medical Staff Affairs/Credentialing
Financially Responsible
Advice & Counsel via Local Management: Budget Performance & Long-Range Financial Plans
Growing to Serve
Advice & Counsel via Local Management: Strategic Plans & Significant Projects

4. System Board Responsibilities of System Board Include:
System Long Range Financial Plan
System Strategic Plans
Annual goals of System and Executive Incentive Program
System Quality performance metrics and quality strategic plan
System compensation philosophy
System Compliance Plan

5. System Board Committee
Committees:
Quality and Patient Safety
Governance
Finance, Audit & Compliance
Human Resources Retirement Plans
Board and Committees meet quarterly

6. System Board Members Chauncey Boyle, SP Isiaah Crawford
Martha Diaz Aszkenazy
Michael Holcomb, Chair
Phyllis Hughes, RSM
Sallye Liner
Kirby McDonald
Dave Olsen, Chair Elect
Al Parrish
Carolina Reyes, MD
Marian Schubert, CSJ
Michael A. Stein
Charles Watts, MD
Robert Wilson

7. System Board Role as Liaison with Sponsors
Make recommendations in areas where Sponsors have reserved powers, for example:
Changes to Articles & Bylaws of PH&S
Approval of consolidated system budget
Major acquisitions over $15 million
Initiation or closure of major work (e.g., hospital, LTC facility)
Dissolution or mergers of major corporations
Appoint/remove President/CEO

8. Sponsor Role
Canonical : To assure that Providence Health & Services and its related works operate in accordance with the teachings, discipline and legislation of the Roman Catholic Church
Approve any change to the mission, philosophy or values
Monitor the application of Ethical and Religious Directives and ensure correction of anomalies
Prepare and present annual report to Vatican

9. Shared Governance
Questions?