GOVERNANCE POLICY: GP-10  Conflict of Interest

1. No Councilor, or his or her spouse/partner or dependent child, shall enter into any business arrangement with the College in which they are interested directly or indirectly except

1.1.  On a written and competitive basis; and
1.2.  Having declared any interest therein, and the applicable Councilor having refrained from voting thereon.

2. Any Councilor having an occasional conflict of interest shall declare the fact of that conflict before discussion of the question and absent him/herself from the portion of the meeting during which discussion or voting affected by that conflict takes place.  Such conflicts of interest include, but are not limited to:

2.1. Any question affecting a private corporation of which the Councilor or his/her immediate family (spouse/partner or dependent child), is a shareholder or a public corporation in which he/she or immediate family holds more than five percent of the number of voting securities issued (excluding mutual funds). This does not apply to decisions of general application related to professional corporations;

2.2. Any question affecting a partnership or firm of which he/she is a member;

2.3. Any question affecting an organization of which he/she is a Board Member;

2.4. Any question in which the Councilor or a member of his/her immediate family (defined as spouse/partner or dependent child) has a direct or indirect financial interest;

2.5. Any other matter in which the Councilor’s ability to act in the best interest of the organization may be or appear to be compromised by an outside interest.

3. A Councilor who abstains from participation due to conflict of interest is still included in determining quorum.

4. In case of disagreement regarding a Councilor’s conflict of interest, a majority vote of Council shall decide.

5. The minutes must record all declarations of conflict of interest and whether the Councilor was present when the matter was discussed.

6. Councilors shall annually complete a declaration that they are aware of the contents of GP-9 and GP-10 and that they are acting in accordance with the letter and spirit of the policies.