Quality and Technology Committee

The Quality and Technology Committee (“QTC”) is chartered by the Board of Directors to provide assistance to the Board in executing its responsibilities concerning: (a) the quality of the Company’s services, the health care and professional standards pursued by the Company and the environment necessary to ensure for the delivery of excellent clinical care and service; ( b) the adequacy and relevancy of the Company’s scientific and technical direction and the allocation of the Company’s resources to those technological efforts that offer the greatest potential growth to the Company within the framework of the strategic objectives.

Composition and Meetings

The QTC shall consist of four directors appointed by, and who serve at the pleasure of, the Board. The Board shall designate one of the members of the Committee as its Chair. The Committee shall meet at least two times annually, or more frequently as circumstances may dictate. The Committee Chair will prepare or approve an agenda in advance of each meeting.
The QTC shall oversee the Company’s quality and technology committees and/or programs, which shall comprise members of the executive management team who can address the organizational and process portions of the Company’s quality and technology efforts. The Company’s management committees and/or program teams shall meet regularly to review the status of their work and progress reports shall be submitted to the QTC at least two times annually, or more frequently as circumstances may dictate.

​Responsibilities and Duties     

1.    Monitor the effectiveness and recommend improvements to the Quality and Technology Programs.

2.    Oversee the Company’s Total Quality Management (“TQM”) process.

3.    Ensure that the TQM elements of: clinical care delivery protocols, clinical care delivery outcomes and evidence based practice, clinical risk management, patient satisfaction, patient access, care delivery environment, staff education and qualifications, process benchmarking and continuous quality improvement are in place and updated regularly.

4.    Monitor the measurement and statistical improvement of key process metrics of the TQM elements.

5.    Review and approve quality related policies and procedures.

6.    Review the management policies, practices, quality programs, and processes concerning technological and product development.

7.    Review the results of and evaluate the effectiveness of the Company’s scientific and technological efforts and investments in developing new products and businesses.

8.    Evaluate the technological education, recognition and motivational programs and activities of the Company.

9.    Perform other activities consistent with this Charter, the Company’s by-laws and applicable law as the QTC or the Board deems necessary or appropriate.

10.    Ensure proper communication of significant quality or technology issues to the full Board of Directors.

11.    Review and reassess the adequacy of this Charter at least annually. Submit changed to the Charter to the Board for approval.

The QTC has the authority to conduct any investigation appropriate to fulfill its responsibilities, and it has direct access to anyone in the Company, as well as, any third party who may perform consulting services for the Company related to the scope of the Committee’s responsibilities. The QTC has the ability to retain, at the Company’s expense, legal, accounting or other experts it deems necessary in the performance of its duties.