The purpose of this policy is to help Board members, employees, volunteers, contractors and consultants of FACT Inc to effectively identify, disclose and manage any actual, potential or perceived conflicts of interest in order to protect the integrity of FACT Inc. and manage risk.
The FACT Inc. Board (called the ‘Board’ in this policy) aims to ensure that Board members, employees and volunteers are aware of their obligations to disclose any conflicts of interest that they may have, and to comply with this policy to ensure they effectively manage those conflicts of interest as representatives of FACT Inc.
The principles and procedures in this Policy apply to all people who work within FACT Inc. including:
- Board members,
- Employees (whether full time, part time, casual, permanent or temporary), and
- Volunteers, contractors and consultants.
4. Definition of conflicts of interests
A conflict of interest occurs when a person’s personal interests conflict with their responsibility to act in the best interests of the clients (participants) of FACT Inc. Personal interests include direct interests as well as those of family, friends, or other organisations a person may be involved with or have an interest in. It also includes a conflict between an individual’s duty to FACT Inc. and another duty that the individual has (for example, to another organisation). A conflict of interest may be actual, potential or perceived and may be financial or non-financial.
These situations present the risk that a person will make a decision based on, or affected by, these influences, rather than in the best interests of the charity and must be managed accordingly.
This policy has been developed because conflicts of interest commonly arise, and do not need to present a problem to the organisation if they are openly and effectively managed. It is the policy of FACT Inc. as well as a responsibility of the board, that ethical, legal, financial or other conflicts of interest be avoided and that any such conflicts (where they do arise) do not conflict with the obligations to FACT Inc.
FACT Inc. will manage conflicts of interest by requiring board members, employees, volunteers, contractors and consultants to:
- avoid conflicts of interest where possible
- identify and disclose any conflicts of interest
- carefully manage any conflicts of interest, and
- follow this policy and respond to any breaches.
5.1 Responsibility of the Board
The Board is responsible for:
- establishing a system for identifying, disclosing and managing conflicts of interest
- monitoring compliance with this policy, and
- reviewing this policy on an annual basis to ensure that the policy is operating effectively.
Board members must be aware of the ACNC governance standards, particularly governance standard 5, and disclose any actual or perceived material conflicts of interests as required by governance standard 5.
5.2 Identification and disclosure of conflicts of interest
Once an actual, potential or perceived conflict of interest is identified, it must be:
- reported to the Board, entered into the Board minutes and entered into the FACT Inc. Register of Interests (for conflicts of Board members or of the Director)
- The Register of Interests must be maintained by the Chairperson on behalf of the Association, and record information related to a conflict of interest (including the nature and extent of the conflict of interest and any steps taken to address it).
- reported to the Director and entered into the Tuart Place Workers Register of Interests (for employees, volunteers, contractors and consultants)
6. Action required for management of conflicts of interest
6.1 Conflicts of interest of Board members
Once the conflict of interest has been appropriately disclosed, the Board (excluding the Board member disclosing and any other conflicted Board member) must decide whether or not those conflicted Board members should:
- vote on the matter (this is a minimum),
- participate in any debate, or
- be present in the room during the debate and the voting.
In exceptional circumstances, such as where a conflict is very significant or likely to prevent a board member from regularly participating in discussions, it may be worth the Board considering whether it is appropriate for the person conflicted to resign from the Board.
6.2 What should be considered when deciding what action to take
- In deciding what approach to take, the Board will consider whether the conflict needs to be avoided or simply documented
- whether the conflict will realistically impair the disclosing person’s capacity to impartially participate in decision-making
- alternative options to avoid the conflict
- the organisation’s objects and resources, and
- the possibility of creating an appearance of improper conduct that might impair confidence in, or the reputation of, the organisation.
The approval of any action requires the agreement of at least a majority of the Board (excluding any conflicted Board member/s) who are present and voting at the meeting. The action and result of the voting will be recorded in the minutes of the meeting and in the register of interests.
6.3 Conflicts of interest of employees, volunteers, contractors and consultants
- Any interest which may constitute a conflict of interest must be promptly disclosed to the Director.
- Working for another organisation, accepting a paid external appointment, or operating a business while an employee of Tuart Place must be disclosed to the Director and is permitted provided that it is does not give rise to a real or perceived conflict of interest, or have a negative impact on the employee’s ability to fulfil their role.
- If an employee is unsure about a potential conflict of interest they should discuss it with the Director
- Any disclosed conflict of interest will be reported to the Board by the Director at the subsequent Board meeting.
7. Compliance with this policy
If the board has a reason to believe that a person subject to the policy has failed to comply with it, it will investigate the circumstances.
If it is found that this person has failed to disclose a conflict of interest, the Board may take action against them. This may include seeking to terminate their relationship with the charity.
If a person suspects that a Board member has failed to disclose a conflict of interest, they must notify the Chairperson. If a person suspects that the Chairperson has failed to disclose a conflict of interest, they must notify the Vice Chairperson.
If a person suspects that an employee, volunteer, contractor or consultant has failed to disclose a conflict of interest, they must notify the Director.
For questions about this policy, contact the FACT Inc. Chairperson: firstname.lastname@example.org or the Tuart Place Director: email@example.com