Conflict of Interest Policy Pledge
Conflict of Interest
Policy Doane University (“University”) is an institution whose trustees, emeriti trustees, administrators, faculty, and staff are chosen to serve the purposes to which the University is dedicated. These persons have a duty to conduct the affairs of the University in a manner consistent with such purposes and not to advance their personal interests. This policy is intended to permit the University and its Board of Trustees (“Board”) to identify, evaluate, and address any real, potential, or apparent conflicts of interest that might, in fact or in appearance, call into question their duty of undivided loyalty to the University. This conflict of interest policy is to be construed expansively so as to provide maximum protection to the University.
1. Covered Individuals
This policy applies to all University trustees, emeriti trustees, administrators, faculty, and staff (each of whom shall be a “Covered Individual”). All covered individuals who are employees are expected to meet the specific responsibilities, requirements and obligations of their positions and pursue related professional activities in a manner that precludes conflict of interest or commitment. Each Covered Individual is required to acknowledge, on an annual basis, that he or she has read and is in compliance with this policy on the Pledge of Personal Commitment form. This form shall be available for public consideration.
2. Conflict of Interest
For purposes of this policy, a “conflict of interest” exists when a Covered Individual has a real, potential, or apparent conflict of interest. More specifically, a Covered Individual has a conflict of interest when he/she has an existing or potential financial or other interest, defined as a personal interest, which impairs, or might appear to impair, the Covered Individual's independent judgment in the discharge of responsibilities to the University or (2) may receive a material financial or other benefit from knowledge or information confidential to the School.
A Covered Individual shall be considered as having a personal interest, not only if he/she has a direct personal interest, but also if there will be benefit ( 1) to a member of his/her *family or to any business enterprise in which the covered individual has a substantial interest or( 2) to any business enterprise in which any member of his/her family has a substantial interest or (3) to any business enterprise in which he/she or a family member serves as a director, trustee, partner or officer.
*A Covered Individual’s family is defined as: spouse, parent, sibling, child, grandparent, grandchild, great grandchild, in-law or domestic partner, and spouses of brothers, sisters, children, grandchildren and great-grandchildren, or step-relative of any of the above.
3. Covered Transaction
A Covered Transaction includes any transaction in which there may be a real, potential, or apparent conflict of interest, including any transaction in which a Covered Individual has a material interest which may be seen as competing with the interests of the University.
4. Disclosure, Refrain from Influence, and Recusal
The Board of Trustees deeply values the input and expertise of all Board members, and wishes for the University to benefit from this expertise to the extent possible. A conflict of interest policy by its nature can threaten or limit this valuable input. Thus, to balance these interests, the Board of Trustees has established the following procedures for Board members: When a Board member has a real, potential, or apparent conflict of interest and the Board of Trustees is discussing a related Covered Transaction, the Board member will have the opportunity to participate fully in discussions, explain the issues, or answer any questions. When that conversation is completed, the Board member shall excuse himself or herself to permit further discussions and/or a possible vote on the matter. These steps shall be recorded in the
minutes. In addition, these procedures should extend to the activities of Board committees and should apply to all committee members, including those who are not Board members.
When a Covered Individual becomes aware of a real, potential, or apparent conflict of interest and a related Covered Transaction, he or she shall also have a duty to take the following actions:
- refrain from using his or her personal influence outside of Board sessions to encourage the University to enter into the Covered Transaction;
- in the event that the Covered Individual is a Board member, immediately disclose the existence and circumstances of such Covered Transaction to the University’s Board Chair in writing if not covered in the Questionnaire; and
- in the case the Covered Individual is not a Board member, immediately disclose the existence and circumstances of such Covered Transaction to the University President in writing.
In order to assist the University in identifying potential Covered Transactions, each Covered Individual annually shall complete a Conflict of Interest Questionnaire provided by the University and shall update such Questionnaire as necessary to reflect changes during the course of the year.
Questionnaires completed by Covered Individuals who are Board members or the President of the University shall be submitted to the Office of the President, for submission to the Chair of the Governance and Nominations Committee. The Chair of the Governance and Nominations Committee shall share with the Board Chair any reported conflicts by Board members. All Questionnaires shall be maintained in the Office of the President.
Questionnaires completed by all Covered Individuals who are not Board members shall be submitted to the University’s President. All completed Questionnaires shall be available for inspection by any Board member and may be reviewed by the University’s legal counsel.
All Questionnaires completed by non-Board members shall be maintained in the Office of Human Resources.
5. Standard for Approval of Covered Transactions
The University may enter into a Covered Transaction where a) such Transaction does not constitute an act of self-dealing and b) the Board determines, acting without the participation or influence of the Covered Individual, that such transaction is fair and reasonable to the University. The Board shall document the basis for this determination in the minutes of the meeting at which the Covered Transaction is considered and may consult with and rely on the University’s legal counsel as necessary to ensure that the Transaction does not constitute an act of self-dealing.
6. Administration of Policy
This policy shall be administered by the Governance and Nominations Committee of the Board, for all conflicts involving Trustees, the President and Senior Administration which shall be responsible for:
- reviewing reports regarding the Conflict of Interest Questionnaires;
- receiving disclosures of proposed Covered Transactions;
- reviewing proposed Covered Transactions to determine whether they meet the above- described standard;
- maintaining such documentation as may be necessary and appropriate to document its review of Covered Transactions; and
- reviewing the operation of this policy and making changes from time to time as it may deem appropriate.
7. Procedures/Guidelines for Persons other than Trustees
When a report is received by any supervisor, director, department chair, dean or vice president that a possible, potential or apparent violation of the "Conflict of Interest Pledge" may or has occurred and cannot be resolved through the appropriate administrator, a statement shall be made detailing the possible violation, in writing, signed, dated, and submitted to Human Resources after the alleged conduct has taken place.
- Fact Finding
If Human Resources, after consultation with the appropriate senior administrator(s), determines that a possible violation of the policy has occurred, HR will appoint a disinterested party/committee to investigate the facts of the statement and will notify the subject of the investigation, within 10 days, unless notification would limit the effectiveness of the investigation. The disinterested party/committee will present a copy of those relevant facts found to HR who will notify the appropriate senior administrator(s) as to whether a violation has occurred.
If it is determined that a violation of the pledge has taken place, a written finding will be presented to the appropriate senior administrator(s) for appropriate action. Action will be based on the extent of the violation and the position held by the employee. Action will be consistent with the faculty and employee handbooks.
- Appeal Process
Appeals will be provided per applicable existing avenues for grievance or appeal. Allegations against the president will be reported to the Board of Trustees. The president’s decision, or the Board’s decision in a case of allegations against the president, will be final.
CONFLICT OF INTEREST
The following shall constitute the Doane University Conflict of Interest pledge, and it shall be signed by all persons subject to this Conflict of Interest Policy upon the commencement of each person’s service to Doane University and thereafter as needed to maintain the accuracy thereof.
PLEDGE OF PERSONAL COMMITMENT
As trustee, emeritus trustee, administrator, faculty, or staff of Doane University, I am committed to Doane University’s goal to establish and maintain the highest level of public confidence in its accountability. I have personally committed to follow the standards set out below, which represent Doane University’s policies related to real, potential or apparent conflicts of interest:
- I will conduct my activities with Doane University so that I do not advance or protect my own interests, or the private interests of others with whom I have a relationship, in a way that is detrimental to the interests of, or to the fundamental mission of, Doane University.
- In every instance in which I represent Doane University, I will conduct my activities in a manner to best promote the interests of Doane University.
- In all matters that come before Doane University for a vote in which I am involved that may favorably impact my own or my family’s financial interests, or the private interests of others with whom I have a financial relationship, or any organization of which I am a part, I will reveal that relationship, will exclude myself at the appropriate moment from discussion of the matter as set out in the conflict of interest policy, and abstain from a vote on the matter.
- When a conflict of interest arises or when a potential conflict of interest emerges,
- in the case that I am member of the Doane University Board of Trustees, I will promptly disclose that conflict or any potential or apparent conflict to the Chair of the Doane University Board of Trustees and seek a resolution of that issue.
- in the case that I am not a member of the Board of Trustees, I will promptly disclose that conflict or potential conflict to the University President and seek a resolution of that issue.