Taking a Healthy Interest in You
An agency of the Ministry of Health
ISO 9001:2015 Certified

Corporate Governance


The National Health Fund (NHF) believes corporate governance is about commitment to values that influence, shape and uphold ethical corporate conduct that puts the public’s interest ahead of all others. The NHF’s culture, policies, structures and programmes, operating through transparent processes, all ensure that the organisation is managed in a manner that meets stakeholders’ expectations as well as the nation’s satisfaction in delivering access to public health of the highest quality.

At the National Health Fund, we are passionate about managing a well-functioning public-sector entity that consistently delivers quality services while prudently handling fiscal resources. In pursuit of this passion, the NHF has:

  • Clearly defined the organisation’s purpose and strategy.
  • Implemented quality of service measures with key performance indicators.
  • Optimised organisational efficiencies through organisational structures, roles, responsibilities and established processes.
  • Enhanced human resource management to include employee engagement strategies that keep the workforce motivated, creative and responsive. 
  • Maintained governance oversight units such as audit and risk committees.
  • Established multiple lines of defense through internal and external audit, risk management, control and compliance, with applicable laws and regulations.

Overview Governance NHF


The Board of Management operates following the guidelines set out in the third Schedule of the NHF Act as well as the Corporate Governance Framework for Public Bodies. It has responsibility for the policy and administration of the affairs of the Fund.

The Board will have between seven and nine members as appointed by the Minister with responsibility for the Fund. The Board meets as often as necessary for the transaction of its business, with at least six meetings being held within each financial year. The Chairman or Deputy Chairman normally presides at meetings.


The Chairman is principally responsible for the effective operation and chairing of the Board and for ensuring that information that it receives is sufficient to make informed judgments. He also provides support to the Managing Director, particularly in relation to external affairs.

The Corporate Secretary is responsible for ensuring that Board processes and procedures are appropriately followed and support effective decision-making and governance. He/she is appointed by, and can only be removed by the Board.

Each Board member is expected to commit sufficient time for preparing and attending meetings of the Board, its Committees and, if applicable, of the Independent Directors. Regular attendance at Board meetings is a prerequisite therefore unless explicitly agreed upfront; a Director may appoint an alternate Director to attend regular Board meetings in his/her absence. Directors who are unable to attend a board meeting have a responsibility to review board papers received prior to the meeting and submit any general comments or questions to the Company Secretary for discussion at the board meeting.

In-depth knowledge of the particulars of the Company's business is vital for each Director in making informed and objective decisions and management should be allowed direct involvement and review of operational activities. Similarly, management should communicate to Board members opportunities to interact in strategy and day-to-day business settings. Board members are strongly encouraged to take advantage of such opportunities as frequently as feasible. The Directors have complete access to the Leadership of the Company


As a government organisation that utilises taxpayer funds, the NHF is subject to certain laws. These include:

The Fund is also required to submit several reports to various government ministries, departments and agencies. These include:

  • An annual Corporate Plan to the Ministry of Finance and Planning, outlining the Fund’s objectives and expected performance for three years.
  • The Annual Report, which is due within 120 days of the end of the Financial Year.
  • Quarterly Contracts Awards, which are submitted to the Office of The Contractor General on a quarterly basis.
  • Quarterly Reports for Access to Information which are submitted to Ministry of Health
  • Quarterly Performance reports to the Ministry of Health and Ministry of Finance and the Public Service
  • Monthly procurement reports, which are required by the Ministry of Finance & Planning under the Public Reporting System.


The oversight of risk management activities is one of the most important roles of the NHF’s Board of Management as it remains committed to ensuring the implementation of the Enterprise Risk Management (ERM) Framework.

The organisation’s ERM programme is guided by its ERM Framework and Policy, which was approved by the Board in 2017. The framework, being influenced by ISO 31000:2009 Risk Management- Principles and Guidelines, as well as, COSO 2004 ERM Framework. COSO – Is the Committee of Sponsoring Organization of the Tradeway Commission.

In addition to establishing the framework, the Board also has oversight as it effectively defines the organisation’s risk appetite and its ability to bear the consequences of the occurrence of risks. To this end, the Board receives quarterly reports from the Audit and Governance Committee, which has the specific responsibility of monitoring and evaluating risk management and internal controls.

The external auditors, both Financial and ISO, serve as cross-functional governance mechanisms to share emerging risks and common practices as it relates to financial and management systems to meet international standards. At monthly management meetings, risk reports and risk discussions are formally on the agenda keeping the Chief Executive Officer abreast of any changes in the status of critical risks.

All internal policies reflect the importance and inter-relatedness of risk to all operations of the organisation. The risk management committee provides oversight to ensure that standards are met, responses are implemented and high-level risks are escalated. Adequate reports are submitted to the Audit and Governance Committee for its consideration and submission to the Board.


You may communicate with the members of the Board by writing to Mr. Gregory Mair, Board Chairman or Mrs. Cecile Watson, our Governance Chairman, both of whom are independent, non-employee of the NHF:

Mr. Gregory Mair, Board Chairman OR Mrs. Cecile Watson, Governance Chairman
c/o National Health Fund
The Towers, 6th Floor
25 Dominica Drive
Kingston 5

Communications may be distributed to all members of the Board or to any individual member of the Board, as appropriate, depending on the facts and circumstances. In that regard, the Board of Management advises that items that are unrelated to the duties and responsibilities of the Board should be excluded and will not be responded to. Such items include, but are not limited to:

  • Spam
  • Junk mail and mass mailings
  • Product complaints or inquiries
  • New product suggestions
  • Resumes and other forms of job inquiries
  • Sponsorship Requests
  • Surveys
  • Business solicitations or advertisements.

In addition, material that is unduly hostile, threatening, illegal, or otherwise unsuitable will be excluded; however, any communication that is excluded will be made available to any independent, non-employee director upon request.