Officers, directors, Board nominees, and employees of the American Society of Safety Professionals shall:
- recognize that the standard of conduct for an officer or member of the Board of Directors is greater than that of a member at large.
- recognize that they are in a position of trust, expected to act in good faith at all times with undivided loyalty to the Society.
- care for the organization's affairs in good faith and with at least that degree of diligence, care, and skill which ordinarily prudent people would exercise under similar circumstances in like positions. Your good faith is not enough.
- subordinate personal interests to those of the Society 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 the actions or activities of an individual, on behalf of the Society, shall result in personal gain or advantage to the individual or have an adverse effect on the interests of the Society. 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 which do not serve the best interests of ASSP or which favor the personal advantage of another person or corporation are inconsistent with the duties and responsibilities owing to ASSP.
The most common potential conflicts are:
- Conducting business with the Society. A Society officer, director or employee contracts with the organization to buy or sell goods or services or to derive some personal benefit.
- Usurping a Society Opportunity. An officer, director or employee acquires for their own benefit a business opportunity that should belong to the Society.
- Competing with the Society. An officer, director or employee engages in a similar yet independent business.
- Inside Information. An officer, director or employee discloses or uses information relating to the business of the Society 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 which is acquired in connection with their office or employment for their own personal gain or for any other improper use.
- Participating in, or attempt to influence, in any way, decisions of ASSP where there is a personal interest involved. As used herein, the term "personal interest" includes an interest of the member or employee, their spouse, and immediate family in employment or consulting relationship with, or a significant financial interest in an organization with which ASSP does or may do business, or a competitor of ASSP.
- Holding, directly or indirectly, a position or financial interest in any outside concern from which the officer, director or employee has reason to believe the Society secures goods or services (including the services of buying or selling stocks, bonds, or other securities), or that provides services competitive with the Society.
- Rendering directive, managerial, or consultative services to any outside concern that does business with, or competes with the services of the Society, or to render other services in competition with the Society.
- Accepting gifts, entertainment or other favors, with a value exceeding $25, from any outside concern that does, or is seeking to do business with, or is a competitor of, the Society.
- Board members can only receive reimbursement for reasonable and authorized expenses and costs incurred in carrying out their Board responsibilities.
- Competing, directly or indirectly, with the Society in the purchase or sale of property rights, interests or services.
All officers, directors, and employees of the ASSP shall scrupulously identify any conflict between their own respective individual interests and the interests of the ASSP, in any and all actions taken by them on behalf of the ASSP in their respective capacities and follow the process below.
Any officer, member of the Board of Directors or Board nominee, in addition to meeting the requirements of the Bylaws and the Code of Professional Conduct, shall make full written disclosure of relationships dealing with vendors of services and suppliers, or any other relationship which may be a potential source of conflict of interest.
In the rare instance where it is in the best interests of the organization to deal with an officer, director or employee, each shall:
- make a full disclosure to the Board of all the circumstances involved in the transaction,
- be sure that the transaction is fair to the organization,
- refrain from voting on the transaction as a Board member, as applicable, and
- not be counted in determining a Board of Directors quorum, as applicable.
The last few requirements do not prevent a particular officer, director or employee from briefly stating a position on the matter, or from answering pertinent questions from officers and directors.
Full disclosure of any situation in doubt shall be made to permit an impartial and objective determination.
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.