Incorporation: A patient-centered, clinically integrated (PCCI) delivery system is usually incorporated as a for-profit LLC. This does not mean that the PCCI network is expected to generate profits or be built to sell off to other investors. It simply means that when you bring disparate provider groups together, such as physician practices, hospitals, and others that may be for-profit or not-for-profit, it is easier to legally structure the umbrella network, within which they will both now operate, as a for-profit entity. However, it should be emphasized that incorporating the PCCI network is just one of many areas that require strong legal counsel as the network is formed and begins to function. Many attorneys are quite familiar with the legalities of forming clinically integrated networks (CINs), and one of these experienced firms should be engaged early on in the process.
The Board of Managers: Once incorporated, a board usually governs the PCCI network made up of representatives of its members. The federal trade commission and other regulators will look for this board and the PCCI entity as a whole to be provider-led and provider-governed, which is why I recommend that the board chair and vice-chair positions be held by clinicians (usually physicians). Although the PCCI network usually requires both full-time and part-time staff to manage its day-to-day operations, the board functions in a very managerial way and does not simply serve an advisory role.
Committees: The board’s management of the PCCI delivery system can best be executed through subcommittees of the board, which I recommend include:
- The Executive Committee: (consisting of the board chair, vice-chair, secretary, and treasurer). This group is tasked with making senior-level decisions on a day-to-day basis. This avoids having to call for a full board meeting when quick decisions need to be made regarding operations of the PCCI network.
- IT Committee: (made up of members familiar with the IT systems needed to support the PCCI network’s operations. These may include an interoperable EMR, a quality measurement database, an automated cost accounting system, and a population health database. However, it should be noted that a start-up network does not need to invest in all of these tools but can add IT systems when needed as the network grows and expands its activities.
- Accountability Committee: (made up of well-respected, diplomatic members of the network who are willing and able to have hard conversations with providers when necessary). I like to think that this committee puts accountability into the accountable care delivery that should be one of the PCCI networks goals. Holding others accountable for their participation in network activities is difficult, however, and therefore, these individuals should be carefully selected.
- Finance Committee: (made up of members interested in the business side of the network’s activities). This committee will be responsible for the budgeting, financing, and contracting activities of the network. If, as I recommend, the network decides to function as a combined payer/provider organization, the committee will have an even more important function as it attempts to position and align the PCCI system around both value-based care delivery but also value-based reimbursements.
- Performance Improvement Committee: (made up of individuals who really understand the purpose of the network, i.e., moving the delivery system from volume to value). This is really the engine that drives the train with a PCCI delivery model. It will be charged with the most difficult task of all, i.e., changing the culture of providers used to practicing in a volume-based, profit-driven fashion and convincing them to switch to a value-based (high quality / low cost) model. This committee will need to be well familiar with the care process design system (CPDS), explained in more detail later in this article, and how the implementation of the CPDS will need to be the focus of each member of the network.