Corporate Governance for Healthcare Industry Legal Aspects

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Corporate Governance for Healthcare Industry
Legal Aspects
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Guide to Corporate Governance Principles in Egypt

• This guide presents a comprehensive set of
  corporate governance principles for Egypt. These
  principles define rules and procedures that
  achieve the optimum protection and balance
  between the interests of directors, shareholders
  and stakeholders.

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Guide to Corporate Governance Principles in Egypt

• These rules should be seen to complement
  companies' articles of incorporation, especially
  joint stock companies, limited and general
  partnerships with shares and limited liability
  companies incorporated under Law 159/1984,
  Capital Market Law 95/1992 and relevant executive
  regulations and decrees.

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Guide to Corporate Governance Principles in Egypt

• Though they do not carry the weight of legal
  enforcement as such, their pertinence is much
  greater. Egyptian companies and shareholders who
  strive to implement and abide by these principles
  are doing so for the sake of their companies and
  the overall investment climate. They are
  embracing the spirit of the era openness and
  transparency.

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Guide to Corporate Governance Principles in Egypt

• Moreover, auditors and legal consultants are
  encouraged to take up the significant role of
  urging directors to abide by these principles and
  monitor their implementation.
• Banks, financial institutions and credit rating
  agencies should consider companies' compliance
  with these principles during evaluation.

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Guide to Corporate Governance Principles in Egypt

• Applied properly, corporate governance do not
  merely mean respecting and literally interpreting
  a set of rules. It is a culture and practice
  governing the relationship between company
  owners, directors and stakeholders. Compliance
  with laws and information disclosure should be
  the objective at all times.
• The wider the scope of implementation, the
  greater the benefits for society as a whole.

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Ethical, lawful action quick test

• Is the action legal?
• Does it comply with our values?
• If you do it, will you feel uncomfortable?
• How will it look in the newspaper or the media?

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Ethical, lawful action quick test

• If you know it is wrong, dont do it.
• If you are not sure, ask.
• Keep asking until you get an answer.

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Remember!

• Remember that it takes only one unethical or
  unlawful act to destroy the goodwill the Company
  has earned from suppliers, customers, patients
  and the public.
• Violating the law could subject the establishment
  and the individuals involved to civil and
  criminal proceedings, the loss of important
  customers, payment of treble damages and
  disqualification by regulatory and health
  authorities and private lawsuits.

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Guidelines

• Any healthcare establishment should be serious
  about ethical conduct and complying with all laws
  that affect its business.
• In today's highly competitive and heavily
  regulated healthcare marketplace, business
  decisions are more difficult than ever. The
  government, the media and the general public all
  have an unprecedented interest in the way you
  conduct your business.

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Guidelines

• Healthcare establishments should not take actions
  that undermine their ethical principles or
  violate legal requirements.
• They must be the best at what they do and commit
  themselves to do the right things all the time.
  They must always remember their obligation to
  their customers and patients, and understand that
  their livelihood depends upon establishing and
  maintaining customers and patients trust and
  confidence in their services and products.

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Compliance Elements

• Conflict of interests issues
• Safety and Environmental laws
• Patient Privacy and Rights
• Custody, Care and Use of Company Assets.
• MOH Regulatory Compliance
• Dealing with Government, Government agencies and
  Syndicates.

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Compliance Elements

• Handling Government Investigations and
  Information Requests.
• Competing Fairly and Complying with Antitrust
  Laws.
• Special Ethics Obligations for Employees with
  Accounting and Financial Reporting
  Responsibilities.
• Ethics and Company Discipline.

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Establishing an Effective Compliance Program

• Risk Assessment Tools Questionnaires designed to
  provide the entity with an overview of their
  strengths and weaknesses with regard to corporate
  governance policies.
• Laws and Regulations Overview and full text
  reproduction of the most critical laws,
  regulations, and other government generated
  guidelines and possible notable cases.

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Establishing an Effective Compliance Program

• Explanations Detailing the laws and various
  compliance mandates, and providing how- to
  practical scenarios to help develop sound
  corporate governance policies.
• Policies, Forms, Checklists, and Implementation
  Tools Including model policies, forms, and
  checklists to assist in developing effective
  corporate governance and compliance programs.

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Establishing an Effective Compliance Program

• Maintaining a sound system of internal control
  Elements of a sound system of internal control
  should be in place including financial,
  operational and compliance controls and risk
  management.
• Reviewing the effectiveness of internal control
  Assignment of responsibilities and the process
  for reviewing effectiveness.
• Internal audit Companies which do not have an
  internal audit function should review the need
  for one.