Conflict of Interest Policy

Georgia Sheriffs’ Youth Homes Foundation, Inc. 
Conflict of Interest Policy

SECTION 1. PURPOSE

The CE consists of nonprofit, tax-exempt organizations. Maintenance of tax-exempt status is important both for its continued financial stability and for public support. Therefore, the IRS as well as state regulatory and tax officials view the operations of the CE as a public trust, which is subject to scrutiny by and accountable to such governmental authorities as well as to members of the public.

Consequently, there exists between CE and its boards, trustees, officers, management employees and the public a fiduciary duty, which carries with it a broad and unbending duty of loyalty and fidelity. The boards, trustees, officers, and management employees have the responsibility of administering the affairs of the CE honestly and prudently, and of exercising their best care, skill, and judgment for the sole benefit of the CE. Those persons shall exercise the utmost good faith in all transactions involved in their duties, and they shall not use their positions with the CE or knowledge gained therefrom for their personal benefit. The interests of the organizations must be the priority in all decisions and actions.

SECTION 2. INTERESTED PERSONS

This statement is directed not only to directors, trustees and officers, but to all employees who can influence the actions of the CE. For example, this would include all who make purchasing decisions, all persons described as “management personnel,” and anyone who has proprietary information concerning the CE.

SECTION 3. AREAS IN WHICH CONFLICT MAY ARISE

Conflicts of interest may arise in the relations of directors, trustees, officers, and management employees with any of the following third parties:

  1. Persons and firms supplying goods and services to the CE.
  2. Persons and firms from whom the CE leases property and equipment.
  3. Persons and firms with whom the CE are dealing or planning to deal in connection with the gift, purchase or sale of real estate, securities, or other property.
  4. Competing or affinity organizations.
  5. Donors and others supporting the CE.
  6. Agencies, organizations, and associations which affect the operations of the CE.
  7. Family members, friends, and other employees.

SECTION 4. NATURE OF CONFLICTING INTEREST

A conflicting interest is defined as any interest, direct or indirect, with any person or firm mentioned in Section 3. Such an interest may arise through:

  1. Owning stock or holding debt or other proprietary interests in any third party interacting with the CE.
  2. Holding office, serving on the board, participating in management, or being otherwise employed (or formerly employed) with any third party dealing with the CE.
  3. Receiving remuneration for services with respect to individual transactions involving the CE.
  4. Using the CEs’ time, personnel, equipment, supplies, or goodwill for other than CE-approved activities, programs, and purposes.
  5. Receiving personal gifts or loans from third parties transacting or competing with the CE. Accepting gifts is discouraged, except for items valued under $50 that cannot be declined without causing offense. Monetary gifts for personal use must never be accepted.

SECTION 5. INTERPRETATION OF THIS STATEMENT OF POLICY

The areas of conflicting interest listed in Section 3, and the relations in those areas which may give rise to conflict, as listed in Section 4, are not exhaustive. Conflicts might arise in other areas or through other relations. It is assumed directors, trustees, officers, and management employees will recognize such areas and relations by analogy.

The fact that one of the interests described in Section 4 exists does not necessarily mean that a conflict exists, or that the conflict, if it exists, is material enough to be of practical importance, or if material, that upon full disclosure of all relevant facts and circumstances it is necessarily adverse to the interests of the CE.

However, it is the policy of the board that the existence of any of the interests described in Section 4 must be disclosed before any transaction is consummated. It shall be the continuing responsibility of the boards, trustees, officers, and management employees to scrutinize their transactions and outside business interests and relationships for potential conflicts and to immediately make such disclosures.

SECTION 6. DISCLOSURE POLICY AND PROCEDURE

Transactions with parties with whom conflicting interest exist may be undertaken if all the following are
observed:

  1. The conflicting interest is fully disclosed;
  2. The person with the conflict of interest is excluded from the discussion and approval of such transaction;
  3. A competitive bid or comparable valuation exists; and
  4. The board or a duly constituted committee thereof has determined that the transaction is in the best interest of the organization. Disclosures in the organization should be made to the Director of Finance (or if she or he is the one with the conflict, then to the board chair), who shall bring the matter to the attention of the board or a duly constituted committee thereof. Disclosures involving directors should be made to the appropriate board chair, (or if she or he is the one with the conflict, then to the board vice chair) who shall bring these matters to the board or a duly constituted committee thereof.

    The board or a duly constituted committee thereof shall determine whether a conflict exists and in the case of an existing conflict, whether the contemplated transaction may be authorized as just, fair, and reasonable to the CE. The decision of the board or a duly constituted committee thereof on these matters will rest in their sole discretion, and their concern must be the welfare of the CE and the advancement of its purpose
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