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Under the new Act, there are expanded procedures for how conflicts of interest are managed. A conflict of interest is a situation in which someone has a duty to act in the best interests of an organization, yet they may have personal interests that conflict with that duty. For example, a board director may work at a law firm that the society is considering retaining. Or an executive director may be related to a web designer that the society is contemplating hiring. | Under the new Act, there are expanded procedures for how conflicts of interest are managed. A conflict of interest is a situation in which someone has a duty to act in the best interests of an organization, yet they may have personal interests that conflict with that duty. For example, a board director may work at a law firm that the society is considering retaining. Or an executive director may be related to a web designer that the society is contemplating hiring. | ||
A director or senior manager is in a conflict of interest when they have a | A director or senior manager is in a conflict of interest when they have a "direct or indirect material interest" in a contract or transaction with the society or a matter for consideration by the board. A "material interest" is an interest that is not insignificant and could reasonably be considered to affect a person’s decision-making. | ||
A director or senior manager who is in a conflict of interest must: | A director or senior manager who is in a conflict of interest must: | ||
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* refrain from any action intended to influence the discussion or vote | * refrain from any action intended to influence the discussion or vote | ||
* in the case of a director, abstain from voting on the conflict matter | * in the case of a director, abstain from voting on the conflict matter | ||
As well, societies must now keep records of any disclosures by directors or senior managers of a conflict of interest. | As well, societies must now keep records of any disclosures by directors or senior managers of a conflict of interest. | ||
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