Board Compliance Obligations Clause Samples
The Board Compliance Obligations clause sets out the responsibilities of a company's board of directors to ensure that the organization adheres to relevant laws, regulations, and internal policies. Typically, this clause requires the board to implement oversight mechanisms, conduct regular reviews, and take corrective actions if compliance issues are identified. Its core function is to establish accountability at the highest level of governance, thereby reducing legal and regulatory risks for the company.
Board Compliance Obligations. The Board of Progenity shall be responsible for the review and oversight of matters related to compliance with Federal health care program requirements and the obligations of this CIA. The Board must include independent (i.e., non-employee and non-executive) members. The Board shall, at a minimum, be responsible for the following:
a. meeting at least quarterly to review and oversee Progenity’s compliance program, including but not limited to the performance of the Compliance Officer and Compliance Committee;
b. submitting to the OIG a description of the documents and other materials it reviewed, as well as any additional steps taken, such as the engagement of an independent advisor or other third party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period; and
c. for each Reporting Period of the CIA, adopting a resolution, signed by each member of the Board summarizing its review and oversight of Progenity’s compliance with Federal health care program requirements and the obligations of this CIA. At minimum, the resolution shall include the following language: “The Board has made a reasonable inquiry into the operations of Progenity’s Compliance Program including the performance of the Compliance Officer and the Compliance Committee. Based on its inquiry and review, the Board has concluded that, to the best of its knowledge, Progenity has implemented an effective Compliance Program to meet Federal health care program requirements and the obligations of the CIA.” If the Board is unable to provide such a conclusion in the resolution, the Board shall include in the resolution a written explanation of the reasons why it is unable to provide the conclusion and the steps it is taking to implement an effective Compliance Program at Progenity. Progenity shall report to OIG, in writing, any changes in the composition of the Board, or any actions or changes that would affect the Board’s ability to perform the duties necessary to meet the obligations in this CIA, within 15 business days after such a change.
Board Compliance Obligations. The Nominating & Governance Committee of the Indivior PLC Board (NGC) shall be responsible for the review and oversight of matters related to compliance with Federal health care program requirements, FDA requirements, and the obligations of this CIA. The NGC must include independent (i.e., non-employee and non-executive) members. The NGC shall, at a minimum, be responsible for the following:
(a) meeting at least quarterly to review and oversee Indivior’s Compliance Program, including but not limited to the performance of the Compliance Officer and Compliance Committee;
(b) submitting to OIG a description of the documents and other materials it reviewed, as well as any additional steps taken, such as the engagement of an independent advisor or other third-party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period;
(c) for each Reporting Period of the CIA, adopting a resolution, signed by each member of the NGC, summarizing its review and oversight of Indivior’s compliance with Federal health care program requirements, FDA requirements, and the obligations of this CIA; and
(d) for the first and third Reporting Periods of the CIA, the NGC shall retain an individual or entity with expertise in compliance with Federal health care program and FDA requirements (Compliance Expert) to perform a review of the effectiveness of Indivior’s Compliance Program (Compliance Program Review). The Compliance Expert shall prepare a written report about the Compliance Program Review. The written report (Compliance Program Review Report) shall include a description of the Compliance Program Review and any recommendations with respect to Indivior’s compliance program. The NGC shall review the Compliance Program Review Report as part of its review and oversight of Indivior’s compliance program. A copy of the Compliance Program Review report shall be provided to OIG in the first and third Annual Reports submitted by Indivior. In addition, copies of any materials provided to the NGC by the Compliance Expert, along with minutes of any meetings between the Compliance Expert and the NGC, shall be made available to OIG upon request. At minimum, the resolution shall include the following language: “The Nominating & Governance Committee of the Indivior PLC Board (NGC) has made a reasonable inquiry into the operations of Indivior’s Compliance Program including the performance of the Compliance Officer and the Compl...
Board Compliance Obligations. The Nominating & Governance Committee of the Indivior PLC Board (NGC) shall be responsible for the review and oversight of matters related to compliance with Federal health care program requirements, FDA requirements, and the obligations of this CIA. The NGC must include independent (i.e., non-employee and non-executive) members.
Board Compliance Obligations. The Compliance Committee of the Acadia Board Directors (“Board Committee”) shall be responsible for the review and oversight of matters related to compliance with Federal health care program requirements and the obligations of this CIA. The Board Committee must include independent (i.e., non-executive) members.
a. meeting at least quarterly to review and oversee CRC’s compliance program, including but not limited to the performance of the Compliance Officer and Compliance Committee;
b. submitting to OIG a description of the documents and other materials it reviewed, as well as any additional steps taken, such as the engagement of an independent advisor or other third party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period; and
c. for each Reporting Period of the CIA, adopting a resolution, signed by each member of the Board summarizing its review and oversight of CRC’s compliance with Federal health care program requirements and the obligations of this CIA.
Board Compliance Obligations. The Audit and Compliance Committee shall be responsible for the review and oversight of matters related to compliance with Federal health care program requirements and the obligations of this CIA. The Audit and Compliance Committee must include independent (i.e., non- executive) members.
a. meeting at least quarterly to review and oversee AAMC’s compliance program, including but not limited to the performance of the Compliance Officer and Compliance Committee;
b. submitting to OIG a description of the documents and other materials it reviewed, as well as any additional steps taken, such as the engagement of an independent advisor or other third party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period; and
c. for each Reporting Period of the CIA, adopting a resolution, signed by each member of the Audit and Compliance Committee summarizing its review and oversight of AAMC’s compliance with Federal health care program requirements and the obligations of this CIA. Based on its inquiry and review, the Audit and Compliance Committee has concluded that, to the best of its knowledge, AAMC has implemented an effective Compliance Program to meet Federal health care program requirements and the obligations of the CIA.”
Board Compliance Obligations. The Board of Oglethorpe shall be responsible for the review and oversight of matters related to compliance with Federal health care program requirements and the obligations of this CIA. The Board must include at least one independent ( i.e., non-employee and non-executive) member.
a. meeting at least quarterly to review and oversee Oglethorpe’s compliance program, including but not limited to the performance of the
Board Compliance Obligations. The Board (or the Audit Committee of the Board of Directors) of RMS (“Board”) shall be responsible for the review and oversight of matters related to compliance with Federal health care program requirements, FDA requirements, and the obligations of this CIA. The Board must include independent (i.e., non-employee and non-executive) members. The Board shall, at a minimum, be responsible for the following:
a. meeting at least quarterly to review and oversee RMS’s Compliance Program, including but not limited to the performance of the Compliance Officer and Compliance Committee;
b. submitting to OIG a description of the documents and other materials it reviewed, as well as any additional steps taken, such as the engagement of an independent advisor or other third party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period; and
Board Compliance Obligations. The Board of Diversicare shall be responsible for the review and oversight of matters related to compliance with Federal health care program requirements and the obligations of this CIA. The Board must include independent (i.e., non-employee and non-executive) members.
a. meeting at least quarterly to review and oversee Diversicare’s compliance program, including but not limited to the performance of the
Board Compliance Obligations. The UHealth Board shall be responsible for the review and oversight of matters related to compliance with Federal
Board Compliance Obligations. The Board of Guardian shall be responsible for the review and oversight of matters related to compliance with Federal health care program requirements and the obligations of this CIA. The Board must include independent (i.e., non-employee and non-executive) members.
a. meeting at least quarterly to review and oversee Guardian’s compliance program, including but not limited to the performance of the Compliance Officer and Compliance Committee;
b. submitting to OIG a description of the documents and other materials it reviewed, as well as any additional steps taken, such as the engagement of an independent advisor or other third-party resources, in its oversight of the compliance program and in support of making the resolution below during each Reporting Period; and
c. for each Reporting Period of the CIA, adopting a resolution, signed by each member of the Board summarizing its review