Section 2.2: Conflicts of Interest

I. Policy Statement

Officers, directors, board nominees and ASSP employees shall subordinate personal interests to those of ASSP where these two conflict and act in such a manner so as to avoid even the appearance that their position may be used to advance the private interests of themselves or others.

A conflict of interest shall be considered to exist in any instance where personal or financial interests or relationships with other organizations may prevent, or be perceived as preventing, the individual from acting in the best interest of ASSP. Conflicts of interest also can arise in other instances.

In discharging their responsibilities to ASSP, all officers, directors and employees are expected to observe the highest ethical standards and give undivided loyalty to ASSP and its goals. Any activities that do not serve the best interests of ASSP or which favor the personal advantage of another person or corporation above those of ASSP are inconsistent with the duties and responsibilities owing to ASSP.

II. Types of Conflict of Interest

The most common potential conflicts are:

  • Conducting business with ASSP. An ASSP officer or director contracts with the organization to buy or sell goods or services or to derive some personal benefit.
  • Usurping an ASSP opportunity. An officer or director acquires for their own benefit a business opportunity that should belong to ASSP.
  • Competing with ASSP. An officer or director engages in a similar yet independent business.
  • Inside information. An officer or director discloses or uses information relating to ASSP business for the personal profit or advantage of the individual or their immediate family.

These potential conflicts of interest are further defined as follows:

  • Using information that is acquired in connection with their office for their own personal gain or for any other improper use.
  • Participating in or attempting to influence in any way decisions of ASSP where a personal interest is involved. As used herein, the term "personal interest" includes an interest of the member, their spouse and immediate family in employment, volunteer or consulting relationship with, or a significant financial interest in an organization with which ASSP does or may do business, or in an ASSP competitor.
  • Holding directly or indirectly a position or financial interest in any outside concern from which the officer or director has reason to believe ASSP secures goods or services (including the services of buying or selling stocks, bonds or other securities) or that provides services competitive with ASSP.
  • Rendering directive, managerial or consultative services to any outside concern, including any for-profit or non-profit entity, that does business with or competes with the services of ASSP, or rendering other services in competition with ASSP.
  • Accepting gifts, entertainment or other favors with a value exceeding $25 from any outside concern that does or is seeking to do business with ASSP or is a competitor of ASSP.
  • Members of the Board of Directors can only receive reimbursement for reasonable and authorized expenses and costs incurred in carrying out their board responsibilities.
  • Competing, directly or indirectly, with ASSP in the purchase or sale of property, rights, interests or services.
  • Conflicts of interest may also arise when family members or business associates undertake these or similar actions.

All officers and directors of ASSP shall scrupulously identify any conflict or potential conflict between their own respective individual interests and the interests of ASSP, in any and all actions taken by them on behalf of ASSP in their respective capacities and follow the process defined below.

In addition to meeting the requirements of the bylaws and the Code of Professional Conduct, any officer, member of the Board of Directors or board nominee shall make full written disclosure of relationships dealing with vendors of services and suppliers or any other relationship that may be a potential source of conflict of interest.

Unless an individual officer, director or employee reports that they have a conflict of interest, it shall be assumed that they are in compliance with the policy.

III. Procedures

To assist in avoiding any conflict or appearance of conflict of interest, the following procedures are adopted:

  1. A copy of the ASSP conflict of interest guidance document shall be furnished to each officer, director and employee.
  2. Whenever any ASSP officer, director or employee shall have any direct or indirect interest in or relationship with any individual or organization that may be a conflict of interest, as described above, such officer, director or employee shall:
    • fully disclose, in writing, all relevant facts and circumstances;
    • promptly provide the disclosure to the Board of Directors;
    • not vote on the matter;
    • remove themselves from the meeting during discussion.
  3. The minutes of appropriate meetings shall reflect that a disclosure was made and that the officer, director or employee abstained from voting, as applicable.
  4. Each officer, director and employee of ASSP shall annually complete and return the record of disclosure to ASSP's chief executive officer/corporate secretary, who shall review and maintain such statement in ASSP's permanent records.
  5. Candidates for elected office and newly elected officers and directors shall be required to submit the record of disclosure.

IV. Record of Disclosure

Pursuant to the policies and procedures adopted by ASSP’s Board of Directors requiring disclosure of certain interests, a copy of which has been furnished to me, I hereby state that I or members of my immediate family have the following affiliations or interests and have taken part in the following transactions that, which considered in conjunction with my position with or relation to ASSP, might possibly constitute a conflict of interest. (Check "None" where applicable.)

1. Outside Interest

Identify any interests or investments, of yourself or your immediate family, that might be deemed a position or financial interest in any outside concern that conflicts with the interests of ASSP as described in Society Operating Guideline Section 2.2. *

Identify any purchases or sales of property or property rights, interests or services, by yourself or your immediate family, that might be deemed to have been made in competition with ASSP as described in Society Operating Guideline Section 2.2.ourself or your immediate family, that might be deemed a position or financial interest in any outside concern that conflicts with the interests of ASSP as described in Society Operating Guideline Section 2.2. *

2. Outside Activities

Identify any instances in which you or any members of your immediate family have rendered volunteer, directive, managerial or consultative services to any outside concern that does business with, or competes with the services of ASSP, or have rendered other services in competition with ASSP, as described in Society Operating Guideline Section 2.2. *

3. Gifts, Gratuities and Entertainment

I hereby certify that neither I nor any member of my immediate family have accepted gifts, gratuities, or entertainment with a value exceeding $25 from any outside concern that does, or is seeking to do business with or is a competitor of ASSP except as as listed in the comments section below: *

4. Inside Information

I hereby certify that neither I nor any member of my immediate family have disclosed or used information relating to ASSP’s business for the personal profit or advantage of myself or my immediate family, or disclose any information to any outside concern that does or is seeking to do business with ASSP that could be used to their advantage when soliciting or doing business with ASSP except as as listed in the comments section below: *

5. Other

List any other activities in which you or your immediate family have engaged that might be regarded as constituting a conflict of interest. *

I hereby agree to report to ASSP’s Board of Directors any further transactions that may develop before completion of my next record of disclosure.

Should a possible conflict arise in my responsibilities to ASSP, I recognize that I have an obligation to disclose it to the chief executive officer/corporate secretary and the Board of Directors, as appropriate, and to abstain from any participation in the matter.

Signature/Name (please type in name) *


Date *

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ASSP Position *

Approved By Date: Board of Directors 1/2023
Replaces Edition Dated: 12/2019
Next Revision Due: 1/2026