BP - Health Care Compliance Association

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egister now for hcca’s 2009 Academies (revised dates) Research Compliance Academy San Francisco, CA | June 15–18 With a wide range of research-related issues becoming hot topics with enforcement agencies, this academy provides attendees with the opportunity to get information on many areas that affect research compliance officers and their staff on a day-today basis. A small audience encourages hands-on educational techniques, small group interaction, and networking. AdvAnced compliance Academies San Francisco, CA | June 22–25 HCCA’s Advanced Compliance Academy offers four days of intensive, in-depth health care compliance education for the experienced compliance professional. basic compliance academies March 9–12 | Dallas, TX June 1–4 | Scottsdale, AZ October 26–29 | Denver, CO November 16–19 | Orlando, FL This four-day intensive program focuses on subject areas at the heart of health care compliance practice. Courses are designed for participants who have a basic knowledge of compliance concepts and some professional experience in a compliance function. March 2009 34 register now at www.hcca-info.org Health Care Compliance Association • 888-580-8373 • www.hcca-info.org
Executive compensation in troubled times – Part 1 ...continued from page 33 authority or control over determinations of 10% or more of the expanded questions regarding board independence, conflicts of interest organization’s capital expenditures, operating budget or employee procedures, disclosure of financial statements, governance policies, compensation); and compensation review procedures. These questions are consistent n Who exactly approves the compensation, with the IRS’s view that a well governed exempt organization is also a n What comparability data is relied on in the process, compliant one. Now the IRS intends to prove that theory. n Whether the compensation was within the range of that data, and n Whether the comparables included compensation levels at other In its FY2009 work plan released in late November, the IRS Exempt tax-exempt hospitals. 16 Organizations Division (EO) announced a new three-part initiative aimed at nonprofit governance issues. EO will continue its work in the The IRS has also instructed agents to focus on the effectiveness of nonprofit governance area by focusing on three areas: internal financial controls when auditing exempt organizations to help shape the course and scope of the audit – consistent with the IRS view First, EO will develop a checklist to be used by agents in examinations of exempt organizations to determine whether the organization’s (and a theme of the new Form 990) that organizations following good governance practices are more likely to be in compliance with the tax governance practices impacted the tax compliance issues identified in laws. 17 As part of the opening document requests in hospital audits, the examination and to educate organizations about possible governance considerations. IRS agents are now asking for compensation committee minutes as well as internal audit reports. Second, EO will commence a training program to educate its employees about nonprofit governance implications in the determinations, Fiduciary duties Setting appropriate parameters for executive compensation is not only rulings and agreements, and education and outreach areas. likely to be viewed by the public as the right thing to do in tough economic times, it is also good business and in the best interest of Third, EO will begin identifying Form 990 governance questions the organization. In that regard, directors and officers of nonprofit that could be used in conjunction with other Form 990 information corporations owe fiduciary duties of care, loyalty, and obedience to the in possible compliance initiatives, such as those involving executive corporation. Those fiduciary duties require directors and officers to act compensation, transactions with interested persons, solicitations of in good faith and in a manner they believe to be in the best interests noncash contributions, or diversion or misuse of exempt assets. 21 of the corporation as opposed to their own personal interests. 18 In fulfilling those duties in the area of executive compensation, directors Given the emphasis on compensation matters in recent IRS compliance initiatives, it is likely that these new governance initiatives also and officers may rely on: will include close scrutiny of executive compensation processes. Failure “information, opinions, reports, or statements, including financial to provide proper oversight of the executive compensation process, statements and other financial data, if prepared or presented by … including an appropriate conflict of interest policy and ensuring that legal counsel, public accountants or other persons as to matters the compensation levels and plan design are reasonable, also may lead to director reasonably believes are within the person’s professional or state law allegations of a breach of fiduciary duty. Compensation decisions, however, are more than a pure numbers game, whether for state expert competence.” 19 law or federal tax purposes. Simply limiting total compensation does When the process breaks down, directors and officers are at risk for not necessarily better serve the organization, if it is done at the expense state attorneys general seeking to recoup excessive payments, including of recruiting and retaining qualified executives or compromising job bonuses and other insider deals. 20 performance (by providing little or no incentive for improving the organization’s performance in financial and non-financial areas). Although fiduciary duties for nonprofits arise under state law, they also can lead to federal tax compliance concerns including imposition Emphasis on process of excise taxes at rates up to 225% for excess benefits under Section Real estate experts are fond of saying that the value of property is all 4958 if executive compensation exceeds fair market value. In the about location, location, location. For executive compensation, at least redesigned Form 990, the IRS will be asking a number of new and Continued on page 36 Health Care Compliance Association • 888-580-8373 • www.hcca-info.org 35 March 2009
Page 1 and 2: Volume Eleven Number Three March 20
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Page 5 and 6: incrementally, and CMS has made cle
Page 7 and 8: New developments in payment and pub
Page 9 and 10: New developments in payment and pub
Page 11 and 12: of privacy and infliction of emotio
Page 13 and 14: Unauthorized access to protected he
Page 15 and 16: prescient steps we’ve taken. When
Page 17 and 18: tions anytime, anywhere. Third, und
Page 19 and 20: The Jones Day/HCCA iPod ® Nano Giv
Page 21 and 22: RAC demonstrations and inpatient re
Page 23 and 24: RAC program. The documentation of t
Page 25 and 26: ASK LEADERSHIP Compliance Today Nee
Page 27 and 28: YOUR INFORMATION FYIFOR Declining e
Page 29 and 30: sampling methodology is vital in de
Page 31 and 32: Health Care Compliance Association
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Page 45 and 46: Standing at the crossroads ...conti
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Page 61 and 62: New HCCA Members The Health Care Co
Page 63 and 64: Case Management & Quality Coding, C

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