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CONFLICT OF INTEREST POLICY

 LAKE FOREST COLLEGE

 Policy for Board Members and Senior Administrators Disclosure of

 Conflict of Interest

CONFLICT OF INTEREST POLICY

 

 

LAKE FOREST COLLEGE

 

Policy for Board Members and Senior Administrators Disclosure of

 Conflict of Interest

 

Approved by the Board of Trustees May 8, 2009

 

 

  1. Applicability

 

The following statement of policy applies to each member of the Board of Trustees (“Board Members”) as well as the President, Vice Presidents and Directors (collectively “Senior Administrators”) of Lake Forest College (“College”).

 

  1. Statement of Policy Regarding Fiduciary Responsibilities

 

Board Members and Senior Administrators of the College have a fiduciary duty to serve the fiscal interests of the College, as well as a duty to preserve the public and donor trust.  Thus, these individuals have a clear obligation to fulfill their responsibilities in a manner that does not give rise to a perceived or actual conflict of interest.  All decisions by the Board and/or Senior Administrators must be made solely on the basis of a desire to advance the best interests of the College and the public good.  Any decision that could result in an actual or perceived conflict of interest, as defined by this policy, must be avoided. 

 

Board Members and Senior Administrators may have relationships and affiliations that may raise questions about perceived conflicts of interest.  Although many such potential conflicts are and will be deemed inconsequential, every individual Board Member and Senior Administrator has an ongoing responsibility to disclose situations that involve personal, familial, or business relationships that could be perceived as a conflict of interest.  Each Board Member and Senior Administrator is required to:

 

  • Be familiar with the terms of this policy;

 

  • Avoid and disclose any actual or potential ethical, legal, financial or other conflicts of interest involving the College in accordance with the procedure set forth in this policy;

 

  • Remove themselves from a position of decision-making authority with respect to any situation in which they have any actual or potential ethical, legal, financial or other conflicts of interest involving the College;

 

  • Acknowledge by his/her signature that he/she is currently in accordance with the letter and spirit of this policy and owes a continuing obligation of compliance with this policy.

 

III.       Definitions

  1. Business Relationship: One in which a Board Member or Senior Administrator (or a member of a Board Member or Senior Administrator’s Family), serves as an officer, director, employee, partner, trustee, agent, or controlling stockholder of an organization that does business with the College.
  2. Conflict of Interest: No definition of conflict of interest can be sufficiently inclusive to cover all possible forms of such conflict.  Board Members and Senior Administrators have an affirmative responsibility to identify all actual or potential conflicts of interest in whatever form so the College may determine whether a conflict of interest exists. The College offers the following non-exclusive definitions as guidance:   
  3. Actual Conflicts of Interest

        Conflicts of interest are, most generally, situations in which individuals with a fiduciary responsibility to the College have interests or relationships, including personal or Business Relationships that might reasonably be construed to affect their independent, unbiased judgment when making or participating in the making of decisions on behalf of the College, where such decisions will or could materially benefit them directly, indirectly, or their Family.    

  1. Potential Conflicts of Interest

        A potential conflict of interest occurs when an individual’s personal or private interests or Business Relationships might lead an independent observer reasonably to question whether the individual’s professional actions or decisions are influenced by the considerations of a Business Relationship or significant personal interest, financial or otherwise.  An individual is considered to have a potential conflict of interest when:

  • He/she or any member of his/her Family may receive a financial or other significant benefit as a result of his/her position at the College.
  • He/she has the opportunity to influence the College’s financial, business, administrative or other material decisions in a manner that leads to his/her (or a member of his/her Family’s) personal gain or advantage;
  • He/she or any member of his/her Family has an existing or potential financial or other significant interest which impairs or appears to impair his/her independence in the discharge of their responsibilities to the College.
  1. Family Member: A spouse, domestic partner, parent, sibling, child, or any other member of the same household of the Board Member or Senior Administrator.

 

  1. Required Disclosure

All individuals covered by this policy shall complete and file a Conflict of Interest Disclosure Statement with the Secretary of Lake Forest College (the “Secretary of the College”) annually by July 1.  In order to aid in completing the statement, the College will prepare a list of certain companies that had transactions with the College in the prior year and a list of investments held at the end of the fiscal year.  This list shall be compiled and distributed no later than June 1, annually.

In the period between the filing of the annual statements, if an individual covered by this policy believes that he/she may have an actual or potential conflict of interest with respect to this policy or any particular transaction, he/she shall immediately and fully disclose the potential conflict to the Secretary in writing, and shall refrain from participating in any transactions or decisions of any actual or potential ethical, legal, financial or other conflicts of interest involving the College that may involve the potential or actual conflict of interest.

If a Board Member or Senior Administrator is uncertain whether to list a particular Business Relationship or other outside interest, the Board Chair and the College’s legal counsel should be consulted. They may elect to seek the judgment of the Board Executive Committee before informing and consulting with the entire Board within an executive session. Information shared or gathered as a result of such considerations (including information provided on this form) shall be confidential except when the College’s best interests would be served by disclosure. Such disclosure will be made only after informing those concerned.

 

  1. Disclosure Review


The Secretary of the College will accumulate all disclosure statements and furnish them to the Chairman of the Board.  The Secretary of the College will be responsible for ensuring compliance by the full population covered by this policy and report to the Chairman of the Board those individuals failing to furnish an annual statement.

 

  1. Restraint on Participation

 

Board Members or Senior Administrators who have declared a conflict of interest, or who have been found to have a conflict of interest, shall refrain from participating in any proposed transaction involving the outside interest held by the Board Member or Senior Administrator  including consideration of the transaction or voting, unless the Board or Administration requests information or interpretation for special reasons that are stated on the record or in writing.  Should a determination regarding the existence of a conflict of interest matter require an Executive Committee or Board vote to resolve, those concerned shall not be present at the time of the vote.