Chp 7 Corporate Structure and Liability

Question 1

express corporate authority

Answer 1

is the power specifically delegated by statute

• health care corporation derives its authority to act from the laws of the state
• the articles of incorporation’s set forth the purpose(s) of the corporation’s existence and the power the corp. is authorized to exercise to carry out its purposes.

Question 2

implied corporate authority

Answer 2

is the right to perform any and all acts necessary to exercise a corporation’s expressly conferred authority and to accomplish the purposes for which it was created.

Question 3

ultra vires acts - act of nature

Answer 3

a governing body can be held liable for action beyond its scope of authority, which is either express (in it articles of incorporation) or implied in law

Question 4

governing body

Answer 4

includes representation from both community and the organization’s medical staff, that conduct variety of committees

Question 5

executive committee

Answer 5

is a working group of the governing body that has delegated authority to act on behalf of the full board when it is not in session
function–acting as a liaison between management and the full board, reviewing and making recommendations on management proposals, and preforming special assignments as may be delegated by the full board from time to time

Question 6

bylaws committee

Answer 6

reviews and recommends bylaw changes to the governing body, bylaws are generally are amended or rescinded by a majority vote of the governing body

Question 7

finance committee

Answer 7

• is responsible for overseeing the financial affairs of the organization and making recommendations to the governing body,
• is responsible for directing and reviewing the preparation of financial statements, operating budgets, major capital requests which must be approved by the governing body

Question 8

nominating committee

Answer 8

is generally responsible for developing and recommending to the governing body criteria for body membership
-membership requirement a willingness to devote the time and energy necessary to fulfill the commitment

Question 9

planning committee

Answer 9

is responsible for recommending to the governing body the use and development of organization resources as related to the mission and vision of the org.
it oversees the development of short term and long range goals, acquisition of major equipment, addition of new services based on identified community need, program development, the preparation of progress reports to the full board.

Question 10

patient care committee

Answer 10

reviews the quality of patient care rendered in org. and makes recommendations for improvement
-is responsible for developing a process to identify patient and family needs and expectations and to establish a process to continuously improve customer relations

Question 11

audit and regulatory compliance committee

Answer 11

is responsible for the assessment of various function and control systems of the org. and providing management with analysis and recommendations regarding activities reviewed

Question 12

Sarbanes-Oxley Act 2002

Answer 12

to protect investors in public companies and improve the accuracy and reliability of corporate disclosures, it requires that top executives of public corporations to vouch for the financial reports of their companies

Question 13

respondeat superior ( let the master respond) doctrine

Answer 13

is legal doctrine holding employers liable in certain cases for the wrongful acts of their agents (employees).
-referred to as vicarious liability

Question 14

independent contractor

Answer 14

a relationship is established when the principal has no right of control over the manner in which the agent’s work is to be performed, therefore is responsible for their own negligent acts.

Question 15

corporate officer or director of corporation

Answer 15

is not responsible for the torts of corporate employees, unless they it shown to have some way authorized, directed, or participated in a tortious act

Question 16

corporation

Answer 16

is treated no differently from an individual, it has duty and fails in the exercise of that duty, it has the same liability to the injured party

Question 17

Darling- a benchmark case

Answer 17

the court enunciated a corporate negligence doctrine under which hospital have a duty to provide an adequately trained medical and nursing staff
a hospital is responsible in conjunction with its medical staff, for establishing policies and procedures for monitoring the quality of medicine practiced within the hospital

Question 18

joint liability

Answer 18

is based on the concept that all joint or concurrent tort-feasors are actually independently at fault for their own wrongful acts.
both hospital and its physicians can be held jointly liable for damages suffered by patients.