Corporate Governance

The Hospital Authority (HA) is a statutory body established under the Hospital Authority Ordinance in December 1990, responsible for managing all public hospitals in Hong Kong. The HA is accountable to the Hong Kong Special Administrative Region (HKSAR) Government through the Secretary for Food and Health.

Principles

The Board acknowledges its responsibility for and commitment to corporate governance principles and recognises that the Authority΄s stakeholders expect the highest standards of performance, accountability and ethical behaviour.

The following outlines the approach and practices of corporate governance of the Authority.

Hospital Authority Board

Under the HA Ordinance, the Chief Executive of the HKSAR appoints members to the Authority Board. The 2012-13 Board consisted of 27 members, including the Chairman. Details are listed in Appendix 1. Membership of the Authority comprises 23 non-public officers, three public officers and one principal officer (the Hospital Authority Chief Executive). Apart from the principal officer, other members are not remunerated in the capacity as Board members.

The Authority Board meets formally about 12 times a year and any other times as required. In 2012-13, it met 15 times. In addition, two Board papers covering urgent matters were circulated for approval between meetings.

During the year, the Authority Board implemented a good number of enhancements on its corporate governance structure and processes, following the completion of a comprehensive review of its governance practices at the corporate level by an external consultant (the Phase 1 Corporate Governance Review). These included: enhancing the role of the Executive Committee to serve as a platform for coordinating the work of other functional committees; formalising the list of reserved matters for the Board for inclusion as standing items in Board meeting agendas; renaming the Audit Committee as Audit and Risk Committee after expanding its role in overseeing HA’s risk related activities, particularly the development of an integrated Enterprise Risk Management System; augmenting involvement of Board members in HA’s risk management and long-term strategic planning functions; revisiting the terms of reference of all functional committees to define their roles and responsibility in clearer terms; strengthening executive support to the Board and committees; refining the conflict of interest declaration system for Board members; streamlining the logistical arrangements of Board and committee meetings; and performing annual self-assessment for the Board and functional committees.

Board Committees

For optimal performance of roles and exercise of powers, the HA Board has established 11 functional committees: Audit and Risk Committee, Emergency Executive Committee, Executive Committee, Finance Committee, Human Resources Committee, Information Technology Services Governing Committee, Main Tender Board, Medical Services Development Committee, Public Complaints Committee, Staff Appeals Committee and Supporting Services Development Committee. Membership of the committees, their terms of reference and focus of work in 2012-13 are outlined in Appendix 3.

Hospital Governing Committees

To enhance community participation and governance of public hospitals in accordance with the HA Ordinance, 31 Hospital Governing Committees have been established in 38 hospitals and institutions. These committees are listed in Appendix 4. During the year, these committees received regular management reports from Hospital Chief Executives, monitored operational and financial performance of the hospitals, participated in human resources and procurement functions, as well as hospital and community partnership activities. In 2012-13, the 31 Hospital Governing Committee held a total of 126 meetings.

Regional Advisory Committees

In accordance with the HA Ordinance and to provide the Authority with advice on the healthcare needs for specific regions of Hong Kong, the Authority has established three Regional Advisory Committees. These committees and their respective memberships are presented in Appendix 5. Each Regional Advisory Committee meets four times a year.

In 2012-13, the Regional Advisory Committees discussed, amongst other agenda items, manpower strategies for doctors and nurses, strategic framework for elderly patients, HA’s preparedness for influenza pandemic and the consultancy review on clinical governance.

The Committees also deliberated on the annual plan targets of individual clusters and advised the Authority on healthcare needs of local communities in the areas of specialty services, availability of clinics during holidays and service development in various districts.

Executive Management

The executive management team of the HA is outlined in Appendix 2(b). The executives are charged by the HA Board with the responsibility to manage and administer day-to-day business and operations. To ensure that the management can discharge its duties in an effective and efficient manner, the HA Board has set out clear delegated authority, policies and codes of conduct. The Board also approves an annual plan prepared by the executives in accordance with the Board’s direction. Regular executive reports on the progress of agreed performance indicators and targets are presented to the Board.

Under the powers stipulated in the HA Ordinance, the Authority determines the remuneration and terms and conditions of employment for all its employees. Remuneration packages of executive directors and other senior managers are devised to attract, motivate and retain high calibre individuals in a competitive talent market. Remuneration packages of all senior executives are considered and endorsed by the HA Board through the Executive Committee.

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