PREAMBLE

It is important that our practices and decisions are without suspicion or influence and avoid any appearance of impropriety, which may raise concerns within or outside the organization. The policy is designed to ensure an organization's reputation for integrity of decisions. As a result, this policy addresses conflicts of interest, real or perceived. This policy will not address the issue of what constitutes an actual conflict of interest as a matter of law.

As a result, the policy is directed towards the sources of the most potential conflict. These include conflicts arising as a result of an affiliation with:

1. An organization that has, or is negotiating, a business relationship

•  A conflict of interest arises in a situation in which:

• The foundation has a business or financial dealings with a Board member, volunteer* or staff member individually or with a corporation, partnership or other business enterprises of which the Board member, volunteer or staff member, or a member of their family**, is an officer, director, partner or substantial stockholder, or
• The primary purpose of a grant from the foundation to a qualified grantee is made to support a transaction with such a business enterprise.

2.      An organization seeking funding or other support

• A conflict of interest arises in a situation in which the foundation is considering or makes a grant to a qualified donee of which the community foundation Board member, volunteer or staff member, or a member of their family, is an officer, director, trustee or employee of the applicant organization. This also includes situations where Board members, volunteers or staff members have an unofficial role with the applicant organization as a significant donor, volunteer, advocate or advisor

*Volunteer includes any person serving voluntarily on a committee with Board-delegated powers or in any other capacity that might give rise to a conflict of interest.

**Family includes spouse or partner, children, grandchildren, parents or grandparents, siblings (and their immediate families), as well as any member of the extended family living under the same roof.

Implementation:

This policy will be conveyed to staff and all new Board and committee members.

The first agenda item of Board and committee meetings will be a declaration of conflict of interest. Members, including staff, will be asked to verbally declare a conflict of interest and to identify which agenda items that are in conflict. The minutes of the meeting will reflect declared conflicts. If the member is unsure, they will ask for clarification and the chair will determine if there is a real or perceived conflict.

When there is a conflict, the member will refrain from all discussion pertaining to the subject and abstain from voting. When there is a conflict of interest for a member of the Grants Committee, the committee member will temporarily remove themselves from the committee for the round of grants being assessed.

It is the responsibility of Board and committee members to raise concerns they may have regarding conflict of interest with a member who is perceived to be in conflict. If there are still concerns, it is their responsibility to convey these concerns to the chair.

Board, volunteers and staff are prohibited from accepting personal gifts from current and prospective providers of services or goods and grantees with the exception of occasional hospitality or other benefits of a nominal value.

Board members, volunteers and staff are prohibited from using privileged information gained in their role for personal or professional gain.

Canadian Law and Regulatory Compliance

A director or officer with an actual, potential or perceived material interest in a contract, transaction, grant, employment matter or other decision must disclose the nature and extent of the interest promptly and in the manner required by the governing statute. The person will leave the discussion and abstain from voting except to the limited extent the statute permits otherwise. The disclosure, departure, abstention and decision will be recorded in the minutes.

A related-party transaction may proceed only where it is lawful, demonstrably in the Foundation's best interests, consistent with charitable purposes, reasonable in amount and approved by disinterested decision-makers. The Foundation will not confer an undue benefit and will obtain independent advice or comparators where the circumstances warrant.

Application note: This template must be read with the Foundation's articles, bylaws, gift terms and the federal, provincial or territorial laws that apply to its incorporation, activities and operating jurisdictions. Organization-specific facts and provincial requirements require lawyer confirmation before adoption.

Monitoring: This policy will be reviewed every three years.

Board Acceptance: This policy was approved/reaffirmed at the _________ Board meeting.