1 Professional Accounts, LLC Memo To: All Employees and Vendors From: Lee Frans, Executive Director Date: April 2, 2012 Re: Corporate Compliance Program Our mission as an organization has been to deliver the highest quality in the services we provide. Another aspect of that mission has always been our commitment to honest and ethical conduct in our business including: compliance with federal and state laws and regulations governing our industry, and the provision of honest and ethical dealings with everyone we come into contact including our employees, vendors, business associates, etc. The laws and regulations governing our industry continue to become increasingly complex. In order to assure our best effort in attaining our mission we have implemented a formal Compliance Program. The key elements of this program include: Written Policies and Procedures to include standards of conduct, specific policies developed to assure compliance and tied to performance rating of each and every employee, Oversight Procedures and reporting mechanisms for the program including the designation of a Compliance Officer and Board Compliance Committee, Development and implementation of formal training for all staff, The development of effective lines of communication between all parties, including routine access to the Compliance Officer, Auditing and Monitoring tools and programs geared toward identifying issues, and follow up on resolution of those issues based on identification of risk areas, Enforcement of our program through established disciplinary guidelines and policies, (to include dealing with in-eligible persons), Response and Resolution of detected issues, offenses including response to government entities in charge of handling identified issues. As part of this program a Corporate Compliance Manual has been developed for distribution to each of you. Each employee, vendor, business associate, etc is responsible for reading, understanding and adhering to the guidelines explained within the manual. We expect and require each and every one of you to assist us in ensuring that our Compliance Program is conscientiously followed.
2 TABLE OF CONTENTS I. INTRODUCTION II. OVERSIGHT OF COMPLIANCE A. Board of Directors B. Compliance Officer C. Compliance Officer D. Supervisors E. Legal Counsel III. EMPLOYEE STANDARDS A. Standards of Conduct IV. TRAINING AND EDUCATION A. New and Promoted Employees B. Annual Reaffirmation C. Training D. Annual Training and Education Audit V. HOTLINE VI. COMPLIANCE RISK AREAS
3 I. INTRODUCTION This corporate compliance manual applies to Professional Accounts, LLC, and all related divisions and affiliates. Our mission is to provide quality, cost-effective service in a positive and productive work environment. In fulfilling this mission, the corporation is dedicated to adhering to the highest ethical standards, and, accordingly, recognizes the importance of compliance with all applicable state and federal laws. To accomplish this mission, we have developed and implemented a Corporate Compliance Program. The Corporate Compliance Program is designed to ensure (1) that our employees are generally familiar with the laws, rules, and regulations which govern their specific employment responsibilities, (2) that our employees always have a way to report concerns about inappropriate conduct, and (3) that our employees become an integral part of ensuring compliance throughout all of Professional Accounts, LLC s business operations. The Compliance Manual is one component of the Corporate Compliance Program and is designed to be an easy to read reference tool for compliance responsibilities and guidance. In addition, the Compliance Manual summarizes the key elements of our Corporate Compliance Program: 1. Standards of Conduct 2. Oversight of Compliance 3. Anonymous Reporting Mechanisms 4. Training and Education 5. Compliance Audits 6. Investigative and Disciplinary Process All EMPLOYER S employees shall receive training and education on the Corporate Compliance Program and shall be required to certify their acceptance of the requirements set forth in the Compliance Manual. The success of our Corporate Compliance Program depends greatly on the dedication and efforts of each and every employee. 2. OVERSITE OF COMPLIANCE PROGRAM Our Board will be ultimately responsible for supervising our Compliance Program and maintaining the Standards of Conduct. This will include: Confirm that we are meeting our standards of business, legal and individual compliance. Confirm that Compliance Matters are thoroughly addressed and appropriate corrective action taken. Confirm that education, training, audits, necessary communication are properly distributed, understood and followed. Maintain, update and improve the Compliance Program and Manual to stay current with legislature updates and changes. Assure development of quarterly reports of any and all activities pertaining to Compliance.
4 Take any and all actions necessary to assure that conduct in our day to day business activities is in compliance with applicable laws, rules, our Compliance Program and with sound business practices. Assigning a Compliance Officer as main contact and investigator for any compliance issues. Provide resources and training necessary for Compliance Officer to complete duties and responsibilities. The Compliance Officer shall: Develop and implement monitors to assure that we are compliant. Shall disseminate changes in laws that affect our roles in a timely manner. Develop, coordinate, and participate in multifaceted educational and training programs that focus on the elements of the Compliance Program, and seek to ensure that all appropriate employees and management are knowledgeable of, and comply with, relevant laws, rules, and regulations. Periodically conduct compliance audits to verify conformity with the requirements of the Compliance Program and determine whether there has been appropriate training and dissemination of the compliance program's standards, training, and reporting options. Develop a hot line as a source of compliance issue notification that maintains the confidentiality of the employee presenting a question. Monitor and coordinate appropriate follow up to communications received from the Corporate Compliance Hotline ( ). Coordinate with each location and affiliated entity to ensure the adequacy of Compliance Program. Report at least quarterly to the Board regarding compliance activities including, but not limited to, training, education, audits, and compliance issues. Schedule and attend periodic training in compliance procedures. Develop procedures to assure all new employees receive compliance training and sign an affirmation statement within the first 30 days of employment. Assure that all employees attend at least one compliance training session a year and sign an annual compliance affirmation by January 30 th. All employees receive a Compliance Manual on hire. Establish and maintain a compliance filing system that meets the needs of the program. Conspicuously post the help line number throughout the location(s). Thoroughly investigate and/or arrange for an investigation, including an investigation by legal counsel, as appropriate, of all reported compliance matters, and take appropriate corrective and disciplinary action. Develop and record in a Compliance Log all matters investigated. Communicate with employees in response to any concerns as to Compliance. Audit hospital relations with physicians to confirm that they are consistent with the requirements of the Federal Anti-kickback and Self Referral laws and the relevant Compliance Policies and Procedures. Legal Counsel - The Compliance Officer and the Board of Directors shall consult Legal Counsel as necessary on any compliance related matters. Communications which meet the standards of "privileged" shall be maintained in a file marked "Attorney/Client Privileged".
5 Legal Counsel shall annually review the Compliance Program and this Compliance Manual to confirm that: It is current as to any and all new federal laws, regulations, and interpretations; The Compliance Program is effective in curtailing unethical or illegal conduct; and Any necessary amendments or corrections to the Compliance Program and the Compliance Manual have been made. Supervisors must conduct and document the following activities on a regular, at least quarterly, basis: Training and education designed to ensure that employees are knowledgeable of the high-risk areas for compliance and the most recent laws, rules, and regulations that govern their job responsibilities. Audits designed to address the department's compliance with applicable laws, rules, and regulations, which may include those governing kickback arrangements, accurate billing and documentation, reimbursement, cost reporting, and marketing, as appropriate. Particular attention should be paid to those areas in which the government has previously identified industry-wide problems. Report compliance activities to the Compliance Officer on a quarterly basis. Supervisors must discuss with each Employee under their direct supervision the content and procedures in the Compliance Manual and that adherence to this Compliance Manual and the Compliance Program is a condition of employment. Shall take appropriate disciplinary action, including termination of employment, for violation of the principles set forth in the Compliance Program and applicable laws and regulations after consultation and approval by Compliance Officer and Board. Shall assure that the Affirmation Statement listed at Appendix B of this Manual is signed and returned to the Compliance Officer or his designee. Assure that employees are aware and trained in how to handle any specific compliance related activities and risk areas that could effect the department. 3. BUSINESS STANDARDS OF CONDUCT The following standards of conduct have been developed to provide guidance on employee conduct and responsibilities related to Compliance. This is not an all-inclusive list and you are encouraged to contact the Compliance Officer or call the help line if you are uncertain about the appropriateness of any activity. ACCOUNTING CONTROLS Our financial statements and records on which they are based must accurately reflect all transactions and be in accepted practice for accounting as well as compliant with Sarbanes Oxley requirements. No unrecorded or undisclosed fund may be established for any purpose. No false or misleading entries may be made in financial records for any reason and no employee shall engage in any arrangement in furtherance of such prohibited act. No information shall be concealed from our internal audits or from external auditors.
6 ANTI-KICKBACK LAW All employees are prohibited from soliciting, accepting, or offering anything of value in exchange for patient referrals or in exchange for purchasing or leasing or arranging for or recommending the purchasing or leasing of any item or service which may be reimbursed by Medicare, Medicaid, or any federal or state healthcare program. BILLING AND CODING We are committed to proper and timely documentation of all services prior to billing to ensure that bills are only submitted for services ordered, and actually performed, and that appropriate documentation supports all claims. COMPLIANCE INVESTIGATIONS All suspected misconduct will be reviewed by the Corporate Compliance Officer for a determination of whether there is a violation of the Compliance Program. If there is a basis for believing a violation has occurred, a full investigation and report shall be completed and the information provided to the Board in a special meeting if a regular meeting date is not available within five (5) work days. CONFIDENTIAL AND PROPRIETARY INFORMATION No employee shall use confidential or proprietary information for his or her own personal benefit or for the benefit of any other person or entity, while employed, or at any time thereafter. Confidential information includes, but is not limited to, personnel data, patient lists and clinical information, pricing and cost data, information pertaining to acquisitions, financial results, research data, marketing strategies, supplier and sub-contractor information, and proprietary computer software. CONFLICT OF INTEREST Employees shall disclose to the Compliance Officer and/or the Executive Director any financial interest, official position, ownership interest, loan to or from, or any other relationship that he or she (or a member of his or her immediate family) has with Professional Accounts, LLC, customers, vendors, or competitors. Financial ownership does not include ownership of a small amount of stocks or bonds in a publicly held company. Such interested person shall not be permitted to participate in the decision making process with respect to the transaction. Employees must receive written approval before you can work for the benefit of a competitor (whether existing or being formed). ENFORCEMENT AND DISCIPLINE We maintain a "zero tolerance" policy towards any illegal conduct. Any employee engaging in a violation of our Corporate Compliance Program or any law, rule, or
7 regulation (depending on the magnitude of the violation) may be terminated from employment. In no event shall you undertake improper conduct even if you felt it would be to the benefit of our company. Any such conduct is not for our benefit and is expressly prohibited. The standards established in this Compliance Program and Compliance Manual shall be consistently enforced through disciplinary proceedings and sanctions. These shall include informal reprimands, formal reprimands, demotion, financial penalties, suspension, and termination. EXCLUDED INDIVIDUALS AND ENTITIES We will not employ or engage in business with individuals or entities that have been excluded from treating federal healthcare beneficiaries. The Compliance Officer in conjunction with the Human Resource designate shall be responsible for checking all new employees against the OIG list of excluded individuals and maintaining the results of the check in the appropriate employee personnel folder. If at anytime during employment, you have been, or believe that you have been, excluded from treating federal healthcare beneficiaries, you must immediately notify their supervisor that a violation exists, then a formal investigation shall be conducted and/or arranged for (including by legal counsel, as appropriate) by the Compliance Officer and/or the Legal Counsel. GIFTS AND BUSINESS COURTESIES You shall not solicit or accept from any individual or entity any gift of more than nominal value (normally greater than $75.00) which because of its source or value might influence your independent judgment in transactions involving our company. If you are uncertain if a gift violates this policy, then you should consult the Compliance Officer. Cash gifts in any amount are not permissible. Perishable and consumable gifts given to a department or group as part of a holiday party or business meeting with an individual or entity are appropriate. Employees may accept invitations to attend training, educational or informational opportunities, or social events in order to further develop business relationships; however, those events must not include expenses paid for travel costs or overnight lodging. The cost should not exceed $ I 00 per person, unless approved by the Compliance Officer. You may extend invitations to current or potential business associates to attend a social or educational event. During these events topics of a business nature must be discussed and the host must be present. Costs associated with these events must not include expenses for travel and lodging and cannot exceed $100 per person, unless approved by the Compliance Officer. Except as otherwise provided in this paragraph, funds may not be offered or given to any officer or other employee of a customer or supplier or to any governmental official or employee (or to any third party if there is reason to believe that the funds will ultimately be offered or given to such person). This does not preclude reasonable and necessary token gratuities which are consistent with U.S. and local law and are within the limits established by Professional Accounts, LLC.
8 U.S. laws specifically prohibit giving anything of value to (a) governmental officials or their employees who have discretion to make official decisions affecting Professional Accounts, LLC s business if the purpose of the payment is to influence those decisions, or (b) U.S. federal, state, and local government officials whether or not they have discretionary powers. GOVERNMENT INFORMATION REQUESTS OR CONTACTS You must notify the Compliance Officer immediately upon the receipt (at work or at home) of any inquiry", subpoena, or other agency or government request for information pertaining to possible violation or questionable conducts. The Compliance Officer will assure that the Board and Executive Director are notified. Employees shall not destroy or alter any information or documents in anticipation of, or in response to, a request for documents by any applicable governmental agency or from a court of competent jurisdiction. OVERPAYMENTS For purposes of this section, an overpayment is any amount of money the company has received in excess of the amount due and payable under any Federal health care program. If at any time, you identify or learn of any overpayments, you will notify the Compliance Officer who shall take action to quantify the amount of overpayment, report and correct as appropriate. PATIENT PRIVACY You should never discuss or disclose confidential medical information pertaining to patients without the express written consent of the patient unless it is necessary to serve the patient or is required by law. You should comply with all patient privacy laws and regulations, including those required by our HIPAA Compliance Program. PERFORMANCE You shall perform your duties in good faith and to the best of your ability. You have an affirmative obligation to maintain that level of skill necessary to competently carry out their job responsibilities. You shall refrain from any illegal, unethical, or inappropriate conduct. POLITICAL ACTIVITIES We encourage your participation in the political process, but such participation is primarily a matter for individual involvement. We will not directly or indirectly contribute to political parties or candidates for office in any country or at any level of government. Furthermore, our facilities such as office space, secretarial services, duplicating, telephone, or other support services should not be used to
9 assist political parties or candidates for office unless approved by senior management. REPORTING If you become aware of a violation, suspected violation, questionable conduct, or questionable practice in violation of the Compliance Program or applicable law, you should immediately notify your supervisor and/or the Compliance Officer. Whenever you have a question or concern that cannot be readily addressed with your supervisor for whatever reason, you then should report the violation, suspected violation, questionable conduct, or questionable practice to the Compliance Officer. Our policy prohibits any retaliatory action for asking questions, raising concerns, or reporting inappropriate conduct. If you ever feel pressured or discriminated for reporting a Compliance issue, notify the Compliance Officer immediately. Failure to report suspected violations or failure to comply with applicable laws, rules, regulations or requirements of our Compliance Program could result in termination. TRAINING AND EDUCATION You are required to receive compliance training within the first 30 days of starting to work and at least annually thereafter. If you do not receive such training within this time period, you shall immediately notify the Compliance Officer. If your responsibilities touch on specific risk areas you should receive specialized training related to the specific compliance risks that may affect your department and or job. 4. TRAINING AND EDUCATION The Compliance Officer is responsible for assuring that the provisions of the Compliance Manual as relates to education and the obtaining of a signed acknowledgment (i.e. affirmation statements) are completed. This will include an annual audit to assure you received the required training. A. New and Promoted Employees On the day that any new Employee reports to work, that employee's immediate supervisor shall review the Compliance Manual with the employee and ensure that the employee substantially understands its provisions. The new employee shall then sign and date Affirmation Statement (in the form attached hereto). The affirmation statement shall be filed in the individual employee's personnel file. The same procedure shall be followed on the day any existing Employee is promoted to a new position. B. Annual Reaffirmation
10 You are required to re-affirm in writing each year your understanding and willingness to comply with the provisions of the Compliance Program. This will be reviewed annually to assure compliance. C. TERMINATING EMPLOYEES You are required to complete an exit interview when leaving our company. During this interview you will be asked to provide information relative to any compliance issues and will sign a form indicating that you were not aware of any, if you do not report any at the time of the exit interview. D. DISSEMINATION The Compliance Manual shall be disseminated to all each of you by your immediate supervisor on hire. Updates will be provided by the Compliance Officer to supervisors for distribution any time a change in the manual occurs. Supervisors will discuss the contents of the Compliance Manual with all employees under his or her immediate supervision for the purpose of confirming their understanding of the Compliance Manual. The supervisors shall record any compliance related matters disclosed during the discussions and report same to the Compliance Officer. Employees shall sign an Affirmation Statement that will be forwarded together with any disclosure information to the Compliance Officer. E. TRAINING INFORMATION The training information shall ensure that you are apprised of all applicable federal laws, regulations, and standards of ethical conduct, and the consequences that shall follow from any violation of those rules or the Compliance Program. This would include instruction into oversight of the program, Standards of Conduct, Reporting Mechanisms, Responsibilities, Investigative Process, Disciplinary Processes as well as department/job specific. 5. REPORTING MECHANISM There are multiple ways to question or report a compliance issue depending on what you are questioning, reporting and whether you want to remain anonymous in the process. Keep in mind that we do not allow retaliation for reporting a compliance concern. Identity Known Direct Person to Person contact - you will find that you can address many questions to your immediate supervisor, particularly if you are questioning why you must handle a specific part of your job in a set way. Compliance Officer directly at or through the hot line for organization type questions and for further understanding of answers already provided by a supervisor. Remember that the hotline does not show a name or phone number, you must leave a name if you expect a follow up on the results of your inquiry. Anonymous Call the Corporate Compliance Hotline at for any issue you need to present. This is a voice mail in our phone system that routes the mail to the Compliance Officers voice mail. No numbers are included.
11 When reporting in this manner be very specific as to type of problem, and details so that an investigation can occur. They re not billing correctly is not enough information to be able to investigate. State what the problem is, where occurring, and why you think it is a problem. Typed information sent directly to the Compliance Officer, (or in event preferred to Executive Director) Please keep in mind that should you elect to report anonymously, there is no way for the supervisor or the Compliance Officer to respond back to you, unless your complaint is correct and you see a change in procedure to correct the issue. 6. COMPLIANCE RISK AREAS Although not exhaustive, you should be aware of and specifically refrain from engaging in the following practices that have been identified as being susceptible to fraud, abuse, and mistakes: "Billing for items or services not actually rendered" which involves submitting a claim that represents that a provider performed a service all or part of which was simply not performed. Providing and seeking reimbursement for medically unnecessary services which are not warranted by the patient's current and documented medical condition. "Up-coding" and "DRG Creep" reflect the practice of using a billing or DRG code that provides a higher payment rate than the billing code that actually reflects the documented service furnished to the patient. Billing for non-physician outpatient services provided within 72 hours of a covered inpatient admission. Duplicate billing occurs with the submittal of more than one claim for the same service or the bill is submitted to more than one primary payer at the same time. Unbundling is the practice of submitting individual bills for tests or procedures that are required to be billed together, thus resulting in a higher payment than is otherwise appropriate. Routine waivers of co-insurance or deductibles not supported by evidence of financial hardship. Claiming reimbursement for unallowable or undocumented costs on a cost report. Requesting exceptions from or adjustments to payment limits that are not supported or justified. Failure to refund credit balances due Government payors. Billing for any Medicare or Medicaid covered services provided by an individual or entity who has been excluded from a federal health care program.
12 7. DISCIPLINARY PROCESS Every situation involving a Compliance issue will be reviewed thoroughly. Not all situations will be of a negligent or intentional nature. Those will result in correction of the problem, retraining of staff, and repayment as necessary. If a situation requires disciplinary action, it will be taken based on a number of factors. While we will endeavor to assure the consistent application of discipline for violation, each situation will be unique in its own right. Negligence and intention will normally involve the most severe actions where a situation of failure to train an employee may result in minimal action. In every compliance situation there is the potential for termination of employment based on our zero tolerance philosophy.
13 Corporate Compliance Manual Affirmation Page I have received and read the Corporate Compliance Manual as part of my Compliance training, and I understand, acknowledge, and agree to abide by its contents. I have had the opportunity to ask questions of my immediate supervisor who presented the information to me as well as department specific information to assure compliance. I hereby acknowledge that I have an obligation to adhere to the principles and rules as reviewed with me and to report any suspected violations, or violations of the Compliance Program as detailed in the Compliance manual. I also acknowledge that the manual does not represent any type of employment agreement or contract of employment other than my responsibilities under the Compliance Program. Employee Signature Date Printed Name Supervisor Signature Date Printed Name