Oxfordshire Clinical Commissioning Group Sustainable General Practice - working at scale

Transcription

1 Oxfrdshire Clinical Cmmissining Grup Sustainable General Practice - wrking at scale 12 July 18

2 Oxfrdshire Clinical Cmmissining Grup Welcme Dr Kiren Cllisn

3 What s wrrying practices? Oxfrdshire Clinical Cmmissining Grup Last man standing Mdels f wning /develping buildings Limited cmpany status Frming cmpanies t handle the prperty side Legal structures fr neighburhds Wrking at scale prs and cns

4 PRIMARY CARE MODELS Paddy Gregan, Partner BrkStreet des Rches 2018

5 Frm shuld fllw functin Selecting the right legal frm fr yur practice shuld depend n: What yu want t achieve An analysis f which available frm will best enable yu t deliver yur aims What frm f primary care cntract yu hld What ptins d yu have fr risk mitigatin, successin and frward planning?

6 Primary care regulatins GMS cntracts can be held by An individual practitiner A general partnership (nt an LLP) A cmpany limited by shares PMS cntracts can be held by An individual practitiner A cmpany limited by shares NHS Trust/FT Healthcare prfessinal/nhs emplyee APMS cntracts can be held by abve and LLP

7 General Partnership Hw frmed: Prs: Cns Cnstitutin Partnership Agreement (r if nt Partnership at Will!) Regulatin - Partnership Act 1890 and general law Implied statutry terms N public filing f accunts r ther returns Decisin making Persnal liability Cntracts with 3 rd parties entered int by all f the partners Unlimited liability - persnal jint and several liability

8 Cmpany limited by shares Hw frmed Prs Cns Separate legal entity registered with Cmpanies Huse Cnstitutin is set ut in Articles f Assciatin Each participant buys/hlds a share (Sharehlders) Peple previusly partners becme emplyees, may als be directrs and sharehlders Limited liability, nt persnal liability Cntracts with 3 rd parties entered int by the cmpany, nt persnal Emplyment status (n last man standing issues ) Directrs statutry duties Cmpanies Act 2006 Regulatry administratin, annual cnfirmatin statements and public filing f annual accunts

9 Cmmunity Interest Cmpanies ( CIC ) Similar t cmpany limited by shares except that: Cmmunity interest test - may generate a prfit but the purpse f CIC is ne f cmmunity benefit rather just prfit. Transparency - has t deliver t the Registrar f Cmpanies an annual cmmunity interest cmpany reprt with its annual accunts. Asset lck - a CIC cannt transfer its assets (including any prfits r ther surpluses generated by its activities) fr less than market value unless transferring them t anther CIC r charity r if the transfer is fr the benefit f the cmmunity it was set up t serve (knwn as the asset lck ). Supervisin and regulatin - regulated by the CIC Regulatr wh has wide pwers f interventin.

10 Prblems and ptential slutins Last man standing Perceptin f risk and liability v- Reality Is disslutin a slutin? Trigger pint Owning and develping premises Separate vehicle : cmpany; partnership Finance Mving frm Partnership t Cmpany Cnsider prs and cns f each Incme and pensins cnsideratins Tax and management implicatins

11 Williamsn West Primary Care Partnership v Owner/Manager Limited Cmpany July 2018

12 An Executive Summary The Partnership Mdel Incme less Expenses = Prprietr's prfit Net prfit can be easily divided t reflect wrking and internal financial arrangements 2 July 2018

13 An Executive Summary The Owner/Manager Limited Cmpany Mdel Incme less Expenses = Cmpany s prfit Cmpany is ring fenced It is difficult t reflect wrking and internal financial arrangements Prfit extractin will be a mix f PAYE salary and dividends 3 July 2018

14 An Executive Summary The Partnership Mdel 100,000 prfit - Exchequer receives self persnal incme tax and natinal insurance 4 July 2018

15 An Executive Summary The Owner/Manager Limited Cmpany Mdel 100,000 prfit - Exchequer receives mre in cmbined emplyer natinal insurance, crpratin tax, persnal incme tax and natinal insurance than the partnership mdel csting the practitiner say 3,000 per annum. Less f the incme can be pensined thugh. 5 July 2018

16 WILLIAMSON WEST CHARTERED ACCOUNTANTS 10 Langdale Gate, Witney, OX28 6EX Tel: , Fax: ,

17 CURRENT PRIMARY CARE FUNDING Sustaining general practice incme July 2018

18 CURRENT GMS FUNDING per patient per annum Glbal Sum, QOF and Enhanced Services 110 Overheads 15 Admin and Nursing 40 Rent and Rates reimbursed 55 Patients per sessin 250 T cver appintments 55 Annual budget t cver appintments including emplyer add n csts 13,750 2 July 2018

19 DATA INPUT Hw strng is yur data recrding and auditing really? 3 July 2018

20 Cre Practice incme Hw resilient is yur claiming f Primary Care fees and allwances? Hw rbust are yur admin rutines t duble check that yu have been paid fr what yu have submitted claims fr? 4 July 2018

21 Sustainability Is yur appintment system in sync with yur NHS incme? Des yur appintment system satisfy the needs f patients and partners? 5 July 2018

22 FUTURE OPTIONS GAYLE CURRY, PARTNER BrkStreet des Rches 2018

23 MCPs and PACS Multispecialty Cmmunity Prvider ( MCP ) and Primary and Acute Care System Prvider ( PACS ) Ppulatin based new care mdel based n registered list MCP list size at least 100,000 PACs at least 250,000 MCP Organisatinal frm requirements: frmal legal entity r grup f entities (LLP, limited cmpany, GP super practice, federatin, jint venture cmpany, CIC, NHS Trust r FT) Primary care cntract is with the MCP, nt individual GPs r Practices GPs culd suspend their current primary care cntract t participate Examples Slent NHS Trust, Wigan Alternatives fr neighburhds Cllabratins (cntractual r frming a JV cmpany) Outsurcing Merger/acquisitin

24 Cntractual cllabratin Examples Establishing a primary care access hub/share back ffice services Virtual MCP r Partially integrated MCP r Primary Care Hme Deep End, Sctland : 100 practices with patients with cmplex c-mrbidities and scial prblems, cllabrate t engage LinkWrkers Key Features Needs a cntract Advantages Flexibility Can be used fr single prjects r as a framewrk fr several prjects Risks/Disadvantages N new limited liability entity created, s parties remain liable fr acts f the cllabratin Unlike utsurcing, where yu buy a service nly Dn t under-estimate cultural differences Recmmendatins Be clear abut gals Appint a prject manager t lead in the cntract and engage with the Practice Ensure gvernance and financials supprt gals

25 Cllabrating thrugh a JV cmpany Examples: Federatin, r service cmpany t emply back ffice staff, MCP r PACS Key Features Separate legal entity is created Advantages Liability f the parties can be limited Can have greater flexibility and clear exit strategies Risks/Disadvantages Need clarity f rles and cntributins f parties Imbalance in levels f expertise, investment r assets has t be addressed in JV c Cede independence t an extent Recmmendatins: Appint a prject manager t lead the transactin and engage with the Practice Be clear abut gals Ensure gvernance and financial fcus supprt gals

26 Outsurcing Examples: T a federatin/service cmpany (back ffice functins/ther functins) Key Features Yu enter int a service cntract and the cntractr emplys the relevant staff and simply delivers yu a service Advantages N emplyee liabilities cnnected with the service N lng term cmmitment usually Risks/Disadvantages Less cntrl (althugh with gd cntract management, this need nt be prblem) Recmmendatins: Need a gd cntract KPIs Gd cntract management

27 Merger/acquisitin Key features One Practice ceases t exist as ne acquires the ther, r bth cease t exist and a new ne is created Advantages Clean and efficient Risks/disadvantages One Practice ceases t exist Recmmendatins D detailed due diligence Liaise with cmmissiners fr the transitin f the GMS/PMS/APMS cntracts actively and well in advance

28 Here t help Gayle Curry Paddy Gregan Gayle.curry@bsdr.cm paddy.gregan@bsdr.cm T: t: M: M:

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30 Oxfrdshire Clinical Cmmissining Grup What d yu really need fr yur practice t be sustainable? In an ideal wrld: Hw wuld yu be wrking? What wuld yu be ding? Wh wuld be ding it?