Novation, the Contracting Services Company of VHA, UHC and Provista

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	Compliance and Ethics • CEO Letter • General Standards • Governance & Oversight • Conflicts of Interest • Employee Relations • Corporate Social Responsibility • Business/Governmental Relations • Supplier Expectations • Quality Assurance/Regulatory Affairs • Reporting Violations • Ethics
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BUSINESS CONDUCT, COMPLIANCE AND ETHICS PROGRAM

Governance and Oversight

Governance

Novation’s Compliance Department provides central oversight and support for the Business Conduct, Compliance and Ethics Program (the Program). The Compliance Department works with owners, members, suppliers, Novation and Provista senior management, employees, and the Compliance and Audit Committee (the Committee) of the Novation Board of Directors to ensure compliance with the Program and all applicable laws and regulations.

On no less than a quarterly basis, the Ethics and Compliance Officer reports to the Committee on activities undertaken by the Compliance Department. The Committee in turn reports to the full Board as it deems appropriate.

Monitoring and Auditing

Although not a publicly traded company, Novation has implemented a quarterly certification and representation process similar to that required under the Sarbanes-Oxley Act of 2002. Employees subject to this policy include portfolio executives, contracting directors, senior directors, vice presidents, senior vice-presidents, director of innovative technology, director of quality assurance/regulatory affairs, and other individuals such as the Ethics and Compliance Officer, senior management or others that the Compliance and Audit Committee may request.

In addition to the quarterly representation process, an annual audit plan is developed in consultation with senior management and the Compliance and Audit Committee, which focuses on Novation’s compliance with applicable laws and regulations and its adherence to the Program.

The annual audit may be conducted by external or internal parties who review Novation’s Policies and Procedures, as well as actual practices, and make objective, independent determinations as to the accuracy, efficacy and implications of those Policies and Procedures and practices. A written report of principal findings, conclusions and recommendations shall be provided to the Compliance and Audit Committee, and to the full Board of Directors as requested.