A Conflict Of Interest Policy For The Board

1618 Words7 Pages
Ethel Carew

Recommendation of Issues and Topics to address when establishing a Conflict of Interest Policy for the Board.
As a tax exempt organization the presence and enforcement of a Conflict of Interest1 in a Board will:
A) Protect the Healthcare System’s interest in transactions or arrangements that may also benefit a director’s private interest.
B) Ensure that the Board can make decisions in an objective manner without undue influence by persons with a private interest.
c) Help protect its Tax exempt status as the Board operates in a manner consistent with their charitable purpose, properly oversee the activities of its directors, and pays no more than reasonable compensation to affiliated physicians and other highly
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For this board, that will be translated to mean 16 or more Directors.

Identifying Disqualified Persons
Based on the Treasury Regulations §4958 which defines disqualified persons as including (1) board members, (2) presidents, chief executive officers or chief operating officers, (3) treasurers and chief financial officers, and (4) those others who facts and circumstances tend to show have substantial influence over the affairs of an organization, it may seem that The Healthcare system’s CEO,COO’s, some affiliated Physicians and Directors with significant contributions would be classified as Disqualified persons. This being the case, “Self-dealing,” or related-party transaction violations, pose the greatest risk of personal liability for directors. The Conflict of Interest Policy provisions in regards to self-dealing should be clear and broadly disseminated to all directors about the importance of potential conflicts disclosure.

Declaration of Interest
The policy should also include how the board members disclose their personal and financial interests and how they should deal with gifts or other incentives made to them in the course of their role on the Board. All Board Directors can declare all material facts or Financial Interests1 concerning the existence and nature of a potential Conflict of Interest and the relationship of any ‘Interested Director’.
This can be done when they first join the board and at the beginning of each Board
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