PC/PB Structure and Governance

1. PC/PB Structure and Governance Slides for Module 8 Topic: PC/PB Structure and Staffing

2. PC/PB Structure and Staffing • PC/PB Similarities and Differences • Bylaws • Policies and Procedures • Staffing • Relationship with the Recipient

3. Training Objectives Following the training on PC/PB structure and staffing, participants will be able to: • Explain the main similarities and differences between Planning Councils and Planning Bodies with regard to governance and structure • Describe HRSA/HAB Expectations for PB Structure and Staffing • Describe the importance and uses of Bylaws and policies and procedures in enabling a PC/PB to carry out its responsibilities • Identify and describe the key components of PC/PB Bylaws • Identify and describe at least 3 PC/PB policies that are necessary for meeting legislative requirements

4. Training Objectives (cont.) • Describe a process for developing, reviewing, and updating PC/PB Bylaws and policies and procedures • Describe at least 5 important PC/PB support staff responsibilities • Identify at least 5 PC/PB support staff models used by PC/PBs • Describe your PC/PB’s staffing model and its benefits and challenges • Explain at least 3 important HRSA/HAB expectations for the relationship between the PC/PB and the recipient • Describe the role of a Memorandum of Understanding in supporting a productive PC/PB-recipient relationship

5. PC/PB Structural Similarities and Differences • Legislation • HRSA/HAB Expectations Note: This presentation assumes that PBs will have structures, Bylaws, and policies and procedures similar to those of PCs, as recommended by HRSA/HAB

6. Similarities and Differences between Planning Councils (PCs) and Planning Bodies (PBs) • Differences: • PCs are legislatively defined decision-making bodies: they determine service priorities and decide how funding is to be allocated to those services • PBs are advisory bodies: they make recommendations to the recipient about priorities and allocations • Similarities: • Both are community planning bodies established to provide input to decisions about RWHAP Part A service priorities and use of funds • Both have a focus on ensuring input from people living with HIV

7. RWHAP Part A PC/PBs: Legislation—Planning Councils Planning Councils – required in Part A Eligible Metropolitan Areas (EMAs): “To receive assistance…, the chief elected official of the eligible area involved shall…establish an HIV health services planning council” [§2602(a)(2)(A)]

8. RWHAP Part A PC/PBs: Legislation—Planning Councils (cont.) Legislation specifies PC structure and functions, including: • Membership composition • Duties • Appointment by the Chief Elected Official (CEO) • Open nominations process • Conflict of Interest standard • Leadership requirement that PC may not be chaired solely by an employee of the recipient • Open meetings and publicly available minutes that protect individual medical privacy • Requirement for grievance procedures related to funding decisions

9. RWHAP Part A PC/PBs: Legislation—Planning Bodies Planning Bodies – for Transitional Grant Areas (TGAs after December 2013): • Chief elected official (CEO) may elect not to establish a planning council if CEO provides documentation “that details the process used to obtain community input (particularly from those with HIV) in the transitional area for formulating the overall plan for priority setting and allocating funds from the grant” [§2609(d)(1)(A)] • No structural or membership requirements stated • Only required role is input to priority setting and resource allocation

10. HRSA/HAB Expectations for PBs HRSA/HAB sent a letter in December 2013 that: • “strongly recommends that all Part A TGAs that received funding as an EMA maintain the pre-existing structure in conformity with PC legislative requirements” Among the reasons given for maintaining PCs: • “PCs provide a significant and unique venue for the required involvement of and input from people living with HIV/AIDS” [Transitional Grant Areas and Planning Councils Moving Forward, Program Letter, December 4, 2013]

11. HRSA/HAB Expectations for PBs (cont.) • TGAs strongly urged to continue to maintain PCs* • TGAs with PBs strongly encouraged to have them look and function as much like PCs as possible, in terms of: • Membership composition – representation & reflectiveness • Roles and responsibilities • RWHAP Part A application requirements are the same for all EMAs/TGAs, including expectations for community planning and consumer input • TGAs with PBs must provide HRSA/HAB with the same membership/reflectiveness charts as PCs • HRSA/HAB provides no separate guidance to PBs * FY 2019 Notice of Funding Opportunity, footnote, p 41

12. Bylaws • Importance • Components • Review and Amendment

13. Use and Importance of PC/PB Bylaws • Describe key elements of PC/PB structure and policy, including how the PC/PB will: • Carry out its legislative responsibilities • Ensure diverse community & consumer participation in planning • Help provide a comprehensive, accessible system of care • Reduce HIV-related health disparities • Specify how the PC/PB will conduct business • Guide PC/PB leadership and members • Support consistency in PC/PB operations • Help ensure smooth and fair operations • Provide “institutional memory” for the PC/PB, regardless of changes in membership or staff

14. HRSA/HAB Expectations for Bylaws HRSA/HAB expects PC/PB Bylaws to: • Include content needed to guide the PC/PB • Be consistent with current legislation and HRSA/HAB guidance • Specify legislatively defined duties and a committee structure to help implement them • Use clear, understandable language • Be included in PC/PB member orientation • Be followed consistently by the PC/PB • Be regularly reviewed and updated – with updates available for review by the HRSA/HAB Project Officer

15. Understanding PC/PB Bylaws • Content often similar to Bylaws for nonprofit organizations such as community-based service providers – but the PC/PB is not an incorporated entity • Focus on including information needed to: • Guide the work of the PC/PB • Meet legislative requirements and HRSA/HAB guidance • Considerable flexibility in structure –re: committees, officers, decision making processes • No required format

16. Typical Components of PC/PB Bylaws • Legislative Authority • Purpose • Service Area • Scope of Activity & Duties • Membership • Categories/Representation • Consumer Membership • Reflectiveness • Open Nominations Process • Terms and Term Limits • Attendance/Participation Requirements • Officers • Positions and Duties • Selection • Terms and Term Limits • Removal • Standing/Other Committees • Establishment • Duties • Membership • Leadership • Ad Hoc Committees/ Caucuses/Task Forces

17. Typical Components of PC/PB Bylaws (cont.) • Meetings • Frequency • Public Notice • Quorum and Voting • Public Comment • Summary of Key Policies such as: • Conflict of Interest • Code of Conduct • Grievance Procedures • Minutes, Records, and Public Access • Amendments • May Also Include: • Definitions • Funding/Administration • Expense Reimbursements • Staffing • Prohibited Activities • Confidentiality • Official Communications and Public Representation

18. Standing Committees • Usually listed and described in Bylaws • Number and roles = a local decision • Executive Committee usually plays a coordinating role • Factors to consider in structuring committees: • Number: have the fewest committees needed to carry out legislative responsibilities with a manageable workload for members and staff • Timing: given the RWHAP Part A calendar a committee can play different roles at different times of the program year • Resources: number of PC/PB members and staff • PC/PB Scope: HIV care only, versus prevention and care • Use of other structures: ad hoc committees, task forces

19. Bylaws Review and Amendment • PC/PB Bylaws should be reviewed and revised as needed: • Immediately after Congress amends RWHAP legislation • When HRSA/HAB issues new requirements/guidance • When the PC/PB changes its scope of activity, membership, or operations • At least every 2-3 years, to ensure that Bylaws reflect current PC/PB practice • Bylaws are used to resolve disagreements about PC/PB structure and operations – so they need to be up to date and consistently followed

20. Bylaws Review and Amendment (cont.) • Bylaws specify the amendments process, which should address: • Review and drafting of amendments by the responsible committee • Notice to the PC/PB about proposed changes • Review of proposed amendments by the Executive or Steering Committee • PC/PB approval – sometimes by a majority of all members or a “super majority” (not just a majority of those present and voting) • Review by the office of the CEO • An opportunity for HRSA/HAB review

21. Quick Scenario A: Bylaws Individually consider the following, then discuss as a group: • How familiar are you with your PC/PB’s Bylaws? Do you have a copy? • When were your Bylaws last amended? • What committee is responsible for reviewing and recommending amendments to the Bylaws? • When a question arises about PC/PB structure or rules, who usually checks to see what the Bylaws say?

22. Policies and Procedures • Importance and Use • Scope of Policies and Procedures • Development, Review, and Updates

23. Importance and Use of Policies and Procedures (P&P) • Supplement the Bylaws and typically provide greater detail about processes for implementation of policies • Include P&P that help the PC/PB meet legislative requirements • Lay out processes that everyone associated with the PC/PB is expected to follow • Contribute to organized and efficient operations when written in plain language and made available to all members • When followed consistently, prevent conflict and confusion – and help avoid complaints or grievances

24. Legislatively Required Policies & Procedures: Conflict of Interest • To serve on the PC/PB, an individual must: • Agree that if s/he has “a financial interest”, …is an employee” or “is a member of a public or private organization” seeking RWHAP Part A funds, “the individual will not…participate (directly or in an advisory capacity) in the process of selecting entities” • HRSA/HAB expects all PC/PBs to have – and consistently implement – a written conflict of interest (COI) policy and procedures • Policy usually outlined in the Bylaws • Detailed requirements and implementation procedures provided in P&P

25. Defining Conflict of Interest • RWHAP defines a conflict of interest as “an actual or perceived interest in an action that will result – or has the appearance of resulting – in personal, organizational, or professional gain.” • A PC/PB member may have a conflict of interest in a PC/PB decision or vote due to serving as a staff member, consultant, or board member of Part A subrecipient or an entity seeking Part A funds • Individuals may fill an unaligned consumer seat on the PC/PB only if they do not have such a conflict of interest – being a client of a subrecipient is not a conflict of interest [Part A Manual, pp 143-144]

26. HRSA/HAB Expectations: Managing COI • Recognize that COI affects many aspects of PC/PB work – decisions about PSRA, needs assessment, evaluation, integrated/comprehensive planning • If a member has a COI, require them to declare it both in writing and orally at the start of a meeting and/or when a situation involving possible COI arises • Address how COI is managed in discussion and decision making – for example, conflicted member should not: • Vote on decisions where s/he has a conflict • Name or discuss the work of his/her organization • Attempt to influence the votes of other members to benefit his/her organization

27. Related HRSA/HAB Requirements: COI The PC/PB may not: • “Name, recommend or approve particular entities for funding” • “Be involved in the management of contracts related to procurement of services” • “Participate or otherwise be involved in the review of funding applications or selection of service providers” – so individual PC/PB members should not “serve on external review panels for the selection” of subrecipients [Part A Manual, p 144]

28. Components of a PC/PB COI Policy • Definition of a conflict of interest • Who is covered – member and close relatives • COI declaration form, signed by each member annually • Requirement to declare COI at specified times (for example, at the beginning of a meeting, during PSRA) • Description of what situations are covered and how the conflicted member is expected to behave, for example: • Abstain from voting • Participate in discussions only to answer direct questions • Do not participate in the discussion • How the PC/PB will deal with COI violations

29. Legislatively Required Policies & Procedures: Grievance Procedures Legislation says that: • “A planning council…shall develop procedures for addressing grievances with respect to funding…, including procedures for submitting grievances that cannot be resolved to binding arbitration” and “such procedures shall be described in the by-laws of the planning council” [§2602(b)(6)] • Grievance procedures must be consistent with model procedures developed by HRSA and must be reviewed by HRSA/HAB [§2602(c)(2)]

30. Grievances against a PC/PB • A grievance against a PC/PB is a complaint or dispute about a funding-related decision, made by an affected individual or entity, and involving a formal request for resolution • Includes deviations by the PC/PB from its established, written processes in making decisions related to funding • To avoid/manage grievances, PC needs: • Clear written procedures for priority setting, resource allocation, and reallocation • Minutes/documentation of decision-making meetings • A grievance is different from other types of complaints, which may be informal or formal and often involve issues like violations of the Code of Conduct

31. HRSA/HAB Expectations: Grievance Procedures • The best way to deal with grievances is to prevent them • Recommended strategies: • Development and consistent use of clear, written decision-making processes for priority setting, resource allocation, and reallocation • Decision making at open public meetings • Written documentation of the process and decisions • Use of informal methods to resolve problems before they become grievances • PC/PB must adopt and use formal, written grievance procedures that provide for an orderly and fair process

32. Components of a PC/PB Grievance Procedure • Who may bring a grievance • Individuals or entities “directly affected” by the outcome of a decision related to funding, such as RWHAP Part A-eligible service providers, consumer/PLWH groups, and others determined locally • Eligible grievances – PC/PB decisions with respect to funding: • Priority setting and resource allocation (PSRA), including directives on how to meet the established priorities • Any subsequent changes to priorities or allocations [Part A Manual, pp 134-139]

33. Components of a PC/PB Grievance Procedure (cont.) 1 • Non-binding procedures for resolving conflicts, such as mediation, facilitation, or use of an ombudsperson • Use of binding arbitration by an independent and impartial third party for conflicts that cannot be resolved using non-binding procedures

34. Components of a PC/PB Grievance Procedure (cont.) 2 • Rules governing the grievance process, including: • Rules for non-binding methods • Binding arbitration rules • Timing – time limits on various activities • Costs of the process and how they will be allocated • Funding of projects after an award has been made but while the grievance is pending – for example, results of the grievance could be addressed in the future (prospectively) or require changes in funding decisions (retroactively) • Review of grievance requests • Selection of third parties for non-binding methods or binding arbitration

35. Quick Scenario B: Grievance Procedures With 1-2 others consider the scenario, discuss as full group. Your PC/PB’s new Co-Chairs and a PRSA Committee Chair have limited experience. You have a written process to guide PSRA, but some parts were not followed: no town hall meetings were held, and the public comment periods at the Data Presentation and the allocations meeting were cancelled since the meetings were running late. The approved allocations are virtually unchanged from the current year. A group of consumers that believes more resources are needed for mental health services, but had no chance to voice this need, has just filed a grievance. • How should the PC/PB respond?

36. Legislatively Required Policies and Procedures: Open Nominations Process Legislation requires that: • “Nominations for membership on the council shall be identified through an open process and candidates shall be selected based on locally delineated and publicized criteria” • “Such criteria shall include a conflict-of-interest standard” consistent with legislative requirements [§2602(b)(1)]

37. HRSA/HAB Expectations for the Open Nominations Process • PC/PB members must be selected through an open nominations process approved by HRSA/HAB • Process should be designed to ensure that: • Legislative requirements and practical program needs are met • PC/PB includes broad community representation that is reflective of the local epidemic • PC/PB deliberations include a diverse range of perspectives • CEO should “approve and/or appoint as planning council members only individuals who have gone through the open nominations process” [Part A Manual, p 118]

38. Other PC/PB Policies and Procedures 1 • PC/PBs often have P&P covering other topics • P&P related to PC/PB operations: • Needs Assessment • Integrated/Comprehensive Plan (Development and Updates) • Priority Setting and Resource Allocation (Data Presentation, Priority Setting, Resource Allocation, and Directives) • Reallocation, including Rapid Reallocation • Assessment of the Administrative Mechanism • Use of Carryover Funds

39. Other PC/PB Policies and Procedures 2 • P&P related to PC/PB operations: • PC/PB Support Budget • Code of Conduct • Expense Reimbursement • Orientation and Training • Attendance and Participation • Committee Assignments • Communication with the Community (Spokesperson, Website, Use of Social Media) • Support Staff (Selection, Roles and Responsibilities, Evaluation)

40. Examples of Other P&P: Code of Conduct Code of Conduct • HRSA/HAB expects every PC/PB to have, use, and enforce a Code of Conduct • Covers PC/PB members and committee members • Some PC/PBs also have a code of conduct for members of the public attending or presenting at meetings • Addresses how violations will be managed and how violators will be sanctioned

41. Code of Conduct (cont.) Code of Conduct usually addresses such topics as: • Respectful behavior • Adherence to COI policies and procedures • Cooperation with the established decision-making process • Maintaining confidentiality – nondisclosure of personal information such as HIV or medical status • Acting in the best interests of all PLWH in the EMA/TGA • Help in enforcing the Code of Conduct

42. Examples of Other P&P: Expense Reimbursement Expense Reimbursement • Covers actual expenses only – RWHAP funds cannot be used to pay stipends to members • Usually covers costs for meeting attendance by consumer members of the PC/PB or its committees • May also cover costs for consumers asked to make presentations to a PC/PB meeting or committee • Cannot cover expenses for individuals who are not members but choose to attend meetings • Reimbursement provided for transportation and sometimes for other costs such as child care • Reimbursement for authorized long-distance travel on behalf of the PC/PB, such as to RWHAP conferences or training

43. P&P Development, Review, and Updates • P&P related to legislative requirements usually prepared by a committee with ongoing responsibility for Bylaws and P&P • Draft P&P usually reviewed by the Executive Committee • Draft then reviewed and approved by the full PC/PB • Some P&P (like Grievance Procedures) must be reviewed by HRSA/HAB or the CEO’s office – others require only PC/PB approval • PC/PB support staff often assist with P&P • Like Bylaws, P&P should be reviewed regularly and revised to reflect changes in legislation or PC/PB operations

44. PC/PB Support • HRSA/HAB Expectations • PC/PB Support Budget • Staff Roles and Responsibilities • Staffing Models • Working with Staff

45. HRSA/HAB Expectations for PC/PB Support • PC/PB needs funding and staff to carry out its responsibilities – including legislative roles, meetings, and ensuring consumer participation • Funds for PC/PB support are part of the 10 percent administrative funds for managing RWHAP Part A • There is no set amount or percent of funds that should be used for PC/PB support – amount should be determined each year based on costs for completing its work

46. HRSA/HAB Expectations for PC/PB Support (cont.) 1 • PC/PB and recipient expected to negotiate the annual budget amount • PC/PB leadership and support staff then develop a budget and provide it to the recipient • Budget must meet RWHAP Part A and recipient fiscal requirements • Budget is included in the annual RWHAP Part A application and finalized after an award is received

47. HRSA/HAB Expectations for PC/PB Support (cont.) 2 • PC/PB support function can be contracted or provided through municipal staff • PC/PB expected to monitor expenditures • If support staff are employed by the Part A recipient, the recipient manages PC/PB expenditures within its fiscal system, with support staff involvement • If support staff are contracted, the contractor manages expenditures • A PC/PB committee reviews expenditures monthly and recommends amendments to the budget as needed

48. HRSA/HAB Expectations for PC/PB Support (cont.) 3 • Staffing sometimes different for PC vs. PB • PCs: • Have staff responsible for assisting them • “Planning council staff may be employed through the grantee’s payroll system, but measures must be taken to ensure that the planning council, not the grantee, directs the work of the PC’s staff” [Part A Manual, p 105] • PBs: • May have assigned staff solely to the PB or be staffed by recipient staff that also have other responsibilities

49. HRSA/HAB Expectations for PC/PB Support (cont.) 4 • PC/PB may play a role in selecting PC/PB staff or consultants/contractors “to carry out activities directly related” to their functions and responsibilities – always addressing possible COI • For contracts/consultants: • PC/PB prepares/approves the statement of work, sets selection criteria, and evaluates proposals • Recipient ensures that procurement requirements are met [Part A Manual, p 105]

50. HRSA/HAB Expectations for PC/PB Support (cont.) 5 • For staff: • PC/PB helps develop job description and determine qualifications • PC/PB leadership represented on interview panel if recipient personnel rules permit this • PC/PB participates in annual performance evaluation for its staff