1. South Carolina Health Information Partners October 13,2012 South Carolina Primary Health Care Association 2012 Annual Conference

2. IGC Guidance and Direction  Plan to transition governance to a non-profit business model in order to be responsive to:  Advancements in technology  Needs of our customer(s)  Innovation and new opportunities to improve coordination of care and clinical quality  Changes in the political and health policy environment  Market demand  Organizational proposal to “allow the IGC to focus on operational priorities while also positioning SCHIEx to operate effectively in the future” www.SCHIEx.org

3. Interoperability Standards Core Technology Services Policy and Legal Framework CHARGEKEY QUESTIONSCRITICAL ISSUES PROPOSED MEMBERSHIPINITIAL DELIVERABLES and MEETING SCHEDULE *Drafting the detailed plan for transition to a permanent SCHIEx Governance Structure. The plan should address legal structures and required formation, sustainability, contractual relationships, liability, intellectual property, among other key considerations. The CC recommends the IGC adopt a longer-term view of transition, with an initial target of formal transition in October, 2012 (FY2013) *Will legislation be required? (legislation is a parameter in the Executive Order) *Who has the authority or is the entity to form the non-profit? *How do we make the transition to a founding Board? *Transfer of authority from Executive Order to formation of a non-profit *Transfer of property and contracts to a non-profit *Permission from Grant to move to a non-profit (ONC has been informed regarding intentions) *Issue of liability and need for insurance for IGC members (SCHIEx has not purchased a policy with state insurance reserve fund and state insurers) *Drafting, and preparation of ideas around By-laws *Some data assets associated with the Exchange are governed by state law. *Drafting operational contract with ORS Membership *Sue Veer, Chair *Wyman Bowers, SCMA *Cheryl Bullard, SCDHEC *John Supra, SCDHHS *Elizabeth Burt, SCHA Note: legal counsel will need to be involved and provide support Meeting Schedule *To be determined Q1 *Insurance for IGC Members *Conduct complete inventory of intellectual property, contracts, and agreements that are in place *Draft preliminary inquiry to Governor's Office discussing non-profit and receiving advice regarding what is possible (next 30 days) Q2 *Submit recommendations regarding Q1 deliverables *Evaluate available options and process for each of the critical issues Late Q2 or Q3 *Outline a process for transferring authority to a non- profit

4. “All great changes are preceded by chaos.” – Deepak Chopra www.SCHIEx.org

5. Chaos Before Clarity  The IGC, operating under the provisions of the Executive Order does not have the authority to form a private corporation.  It is unclear whether any state agencies have that authority.  If some entity or agency has the necessary authority, are state funds available to fund the formation of a new entity?  What is the purpose of having the IGC vote on membership for the Board for a new entity when the IGC doesn’t have the authority to form that entity?  Critical Question: What entity can and will establish the new non-profit corporation? www.SCHIEx.org

6. Formation Transfer Clarity: SCHIEx being governed by an independent non-profit corporation can be achieved through a two-pronged initiative -Authority -Responsibility -Funding -Goodwill

7. Responsibility for the Two-Pronged Approach Formation  The independent organizations representing the diverse stakeholder groups propose to form a South Carolina non-profit corporation for the purpose of furthering the use of HIT and improving coordination of care across various settings of care. Transfer Initiatives  The G&T Subcommittee of the IGC, operating within the provisions of the Executive Order will continue to develop a plan for the effective transfer of governance of SCHIEx.  DHHS as the HIE grantee will develop the parameters and assurances under which designation and grant funding may be allocated. www.SCHIEx.org