Board and Governance
The MetroHealth System Board of Trustees is composed of ten voluntary members appointed by Cuyahoga County Council. Per Section 339 of the Ohio Revised Code, the trustees are appointed or re-appointed for a term of six years.
The Board and the following board committees meet throughout the year:
Audit and Compliance Committee
The Audit Committee shall be responsible for (i) oversight of the quality and integrity of the System’s financial statements, (ii) oversight of the audit and review of the System’s financial statements by the independent auditors, (iii) oversight of the System’s compliance with legal and regulatory requirements and the independence and performance of its independent auditors, (iv) recommending to the Board of Trustees the appointment of the independent auditors, and (v) performing all other functions prescribed by the Board of Trustees and permitted by applicable law. Unless otherwise directed by the Board, the Audit Committee shall operate pursuant to a charter approved by the Board. The Committee shall ensure that the Board is informed about the range of Committee activities and shall make necessary action recommendations to the Board in these areas.
Community Engagement Committee
The Community Engagement Committee is responsible for governance oversight and support in aligning The MetroHealth System's community engagement activities with its mission and to address the health needs of the community MetroHealth serves.
The Diversity Committee of the BOT (Committee) of The MetroHealth System(System) was established to emphasize and support the System's commitment to Diversity and Inclusion, by directing the development of a sustainable diversity and inclusion plan for the System that includes measurable goals and objectives.
To fulfill the diversity and inclusion mission and vision, the Committee will pursue the following goals:
- Leadership Engagement - Reinforce strategic direction of ensuring leadership is aligned, committed and accountable for establishing and fostering a climate of diversity and inclusion.
- Diverse Workforce - Advance the recruitment and retention of minority faculty and staff members, including administration and positions where minorities have been historically under-represented.
- Inclusive Workplace - Cultivate a flexible, collaborative, and inclusive work environment that leverages diversity and empowers all employees, patients and the community.
- Supplier Diversity - Expand the network with, participation of and spending with minority and under-represented vendors, suppliers, construction contractors, consultants and professionals.
The Executive Committee shall consist of the Officers of the Board: Chairperson, Vice Chairperson and Secretary, and may also include no more than two additional Trustees as determined by the Officers. The Committee shall meet monthly, appoint a President/CEO search committee, review recommendations of the Legal and Government Relations Committee regarding selection of new Trustees, recommend Trustees removal if necessary, and take action, subject to Board ratification, on behalf of the Board in an emergency situation when the Board cannot be convened.
The Committee shall be responsible for review and approval of the organization structure of the System; evaluation of leadership and approval of succession plans; and oversight of the development and implementation of policies and programs to promote diversity in the workplace. The Committee shall ensure that the Board is informed about the range of Committee activities and shall make necessary action recommendations to the Board in these areas. The Committee shall consider any other items it deems appropriate.
Facilities and Space Committee
The Facilities and Space Committee will be charged with reviewing new construction, remodeling and major maintenance projects and other programs designed to maintain or improve the capital facilities, consistent with the strategic direction of the Board. The Committee shall review and approve a master plan for the System. The Committee shall review and approve the space allocation in the System. The Committee shall ensure that the Board is informed about the range of Committee activities and shall make necessary action recommendations to the Board in these areas.
The Finance Committee shall be charged with reviewing the annual operating and capital budgets and monthly financial statements of operating funds as presented by the President and CEO. The Committee shall have responsibility for review of wage and salary plans and adjustments recommended by the President and CEO. The Committee shall be involved in actions to provide necessary funds with which to meet the budget and to secure proper sums from governmental agencies for the care of the indigent. The Committee shall review expenditures of operating funds as required by law or above certain limits set by the Board from time to time. The Committee shall be involved generally in reviewing and approving any matter affecting the finances of the institution. The committee shall review all major information system hardware and software projects. The Committee shall ensure that the Board is informed about the range of Committee activities and shall make necessary action recommendations to the Board in these areas.
Legal and Government Relations Committee
The Legal and Government Relations Committee shall have responsibility for overseeing and recommending appropriate policies in the legal and contractual affairs of the institution, including, but not limited to, risk management, claims management, insurance, and compliance programs. The Committee shall also be responsible for reviewing the bylaws of, and requests for changes thereto, of the Board of Trustees, Medical Staff, Foundation, auxiliaries or other self-governing bodies authorized by the Board. The Committee shall also be responsible for the monitoring of relationships with key elected officials, and reviewing reports on various governmental developments and legislative activities at all levels of government.
The Committee shall assist the Board to fulfill its responsibility for ensuring high levels of governance performance and contribution. The Committee shall also assist the Board in developing Board recommendations to the County Commissioners regarding the appointment and reappointment of Trustees; formulating policies regarding decision-making and overseeing governance effectiveness, efficiency, creativity and adaptability. In addition, the Committee shall consider and recommend to the Board a slate of candidates for election as Officers of the Board at the Annual Meeting of the Board in April. The Committee is charged with reviewing all Committee Charters annually. The Committee shall ensure that the Board is informed about the range of Committee activities and shall make necessary action recommendations to the Board in these areas.
Patient Experience Committee
The Committee shall be responsible for oversight of and making recommendations to the System regarding developing and implementing a strategy for enhancing and supporting exceptional patient experience; reviewing the development of proposed initiatives and projects for Patient Experience and monitor the ongoing performance of these initiatives and activities; reviewing reports and evaluating the System’s mission of improving patient experience and engagement; as needed, coordinating its work with other Board Committees including, but not limited to, the Quality and Safety Committee; and evaluating progress relating to the System’s objective of enhancing patient experience and engagement.
Quality and Safety Committee
The Committee shall be responsible for reviewing reports, and discussing plans in the areas of medical and nursing quality assurance and patient service improvement plans. The Committee shall ensure that the Board is informed about and involved in clinical (medical, nursing, therapies, etc.) and administrative activities geared toward continually improving the quality of and customer satisfaction with services at the institution. The Committee shall be responsible for establishing and maintaining external quality, safety and customer service metrics. The Committee shall ensure that the Board is informed about the range of Committee activities and shall make necessary action recommendations to the Board in these areas.