Policy Area:

Board

Audience:

All Board Members

Purpose:

To ensure that Board Members observe the highest standards of behaviour and conduct and avoid any activity or interest that might reflect unfavourably on their own individual integrity and reputation, or upon the integrity and reputation of the Organisation.

To promote a culture where conflicts of interest are properly identified, disclosed and resolved or managed in a transparent, accountable and timely manner.

Compliance:

[Org Name] Constitution or other

Policy

It is the Policy of [Org Name]to ensure that individual interests that may result in a real or perceived conflict with the interests of the organisation are identified and managed so that they do not affect the services, activities or decisions of the Board in representing the best interests of the organisation.

It is the policy of [Org Name] that Board Members:

• Act impartially and without prejudice
• Do not allow a conflict of interest to compromise their position.
• Declare any potential or actual conflict of interest
• Not accept gifts or benefits that could influence a decision.
• Avoid acting simultaneously for other parties in potentially conflicting situations without informing all parties in advance that this is their intention

The President ensures Conflict are managed in line with this policy. Any issues are addressed individually with Board Members by the President.

Procedure

Definition:

A Conflict of Interest is a situation in which a person is in a position to derive personal or pecuniary benefit from actions or decisions made in their official capacity.

Examples of conflicts of interest include:

• When a Board member, or their immediate family or business interests, or the organisation that is their employer, stands to gain financially from any business dealings, programs or services of [Org Name].
• When a Board member offers a professional service to [Org Name].
• When a Board member stands to gain personally or professionally from any insider knowledge if that knowledge is used for personal or professional advantage.

Declaring Conflicts of Interest

Following the AGM, all board members review their conflicts of interest. At the first Board meeting following the AGM, each new or continuing Board Member must consider and declare any conflicts of interest by completing the Conflict of Interest Declaration.

Conflicts declared previously do not need to be declared again unless specifics have changed.

If a Board Member is unsure whether a particular situation constitutes a conflict of interest, they seek the advice of the President, Executive or CEO.

While the responsibility for declaration of a conflict of interest rests with the individual member, any Board members aware of a real or potential conflict of interest of another Board member, have a responsibility to bring this to the notice of the Board if it remains undeclared.

Registering Conflicts

Details of declared conflicts are logged onto the Conflict of Interest Register by the EA to the CEO and presented to the Board at the following meeting.

Managing Declared Conflicts

The Board reviews the details of declared conflicts and determines appropriate actions to manage them. Actions may include:

• The Board Member be absent from the meeting room when the Board discusses or votes on the matter,
• The Board Member not take part in discussions concerning the matter;
• The Board Member not vote in relation to the matter;
• Reassigning actions to a different Board Member

Decided actions are recorded in the Conflict of Interest Register, and discussions minuted.

The President ensures conflicts are managed appropriately and according to agreed actions. Actions are reviewed as detailed below.

Reviewing the Register

The Conflict of Interest Register is reviewed:

• annually following the AGM, or
• when a new conflict is declared, or
• when the details of an existing conflict vary, or
• when a conflict ceases to be

Unforeseeable conflicts

It is recognised that Board Members cannot have perfect foresight about their own interests or those of the organisation. Accordingly it is a matter for Board Members to monitor their interests, the matters coming before the Board and the interests of the organisation so as to detect and declare when a conflict of interest arises.

Gifts:

Board Members must disclose any gifts or monetary donations over the value of $50.00 that they may receive in conducting [Org Name] work.

If a Board Member is unsure whether a gift constitutes a conflict of interest, they seek the advice of the President, Executive or CEO. If it is determined that a conflict exists, the conflict is registered and actions as outlined above.

Supporting Documents:

Board Member Agreements to Act

Conflict of Interest Declaration

Board Performance Evaluation Tool

Conflict of Interest Register

Board Minutes.

References:

Document Owner:

President of the Board

Signature:

Approval Date:

Last Reviewed: