Section 4.0303-00 Conflicts of Interest
Employees are expected to make or participate in business decisions and actions in the course of their employment with NCBA CLUSA based on what is right for the organization as a whole, and not based on personal relationships or benefits. Employees should maintain fairness, ethics, and personal integrity in all matters and avoid doing anything which is either illegal or unethical. NCBA CLUSA staff must refrain from participating, or giving the appearance of participating, in any activity that compromises their ability to render fair and impartial judgments on behalf of NCBA CLUSA’s members and its clients in the development of new business opportunities. A conflict of interest (COI) is any activity that may be inconsistent with or opposed to NCBA CLUSA’s best interests, or that gives the appearance of impropriety to a reasonable person. This definition is expanded to include specific guidelines about hiring and supervising donor agency staff and family members.
All staff should be aware of how to handle COI in a straight-forward, transparent way. The most important word to remember when it comes to conflicts of interest and outside business activities is disclosure. If you are ever in a situation in which someone might question your loyalty to NCBA CLUSA, you should disclose the situation. Contact your supervisor or Human Resources for assistance in determining if a formal disclosure is required.
Of course, we cannot list all possible conflicts. However, below are listed some areas where conflicts could arise and where additional oversight and approval may be required.
Subsection 4.0303-01 Outside Interest and Employment
Regular executive staff and officers have a full-time responsibility to the NCBA CLUSA. They may not engage in activities that might interfere with the discharging of their responsibility or in transactions that reasonably might affect the judgments they make on behalf of the NCBA CLUSA.
Except as expressly provided by and in compliance with this CBEC, NCBA CLUSA employees are prohibited from engaging in outside work or holding other jobs or participating in activities or jobs that compete or conflict with or otherwise compromise NCBA CLUSA’s interests or adversely affect the employee’s job performance or ability to fulfill all responsibilities to NCBA CLUSA. This prohibition also extends to the unauthorized use of any organization tools or equipment, and the unauthorized use or disclosure of any confidential information. Employees are not to engage in or conduct any outside business activities during paid working time.
However, the NCBA CLUSA recognizes that certain employees, including executive staff, may seek additional employment outside NCBA CLUSA to supplement their incomes to meet their financial obligations. NCBA CLUSA staff may undertake such activities provided: 1) they do not interfere with the staff member's responsibilities to NCBA CLUSA; and 2) the professional services to be provided are not similar to the work they perform as NCBA CLUSA employees. NCBA CLUSA staff should seek the guidance of the Chief Human Resource Officer to clarify any questions they may have on this policy.
Subsection 4.0303-02 Representation
The NCBA CLUSA’s continued growth and ability to serve depend largely upon the staff's ability to represent the organization. First and foremost, NCBA CLUSA’s staff can best represent NCBA CLUSA by ensuring that its projects are of the highest quality. Second, NBCA CLUSA’s supervisors should encourage their staff to participate in appropriate professional societies, seminars, and conferences related to their area of expertise and the programs they work on. Third, NCBA CLUSA relies on its staff to discuss and follow up on new business opportunities with prospective clients and donors.
NCBA CLUSA staff should assure, however, that such activities are not undertaken at the expense of existing program activities, have the approval of the Chief Executive Officer and are charged to the appropriate development account previously approved by the Chief Financial Officer (CFO). Please note that expenses and staff time for business development cannot be charged to government awards.
Subsection 4.0303-03 Procurement – Vendors and Service Providers
NCBA CLUSA’s staff is cautioned against the direct use of vendors and service providers that are owned or managed by NCBA CLUSA’s staff or their spouses or other immediate family members, or which employ the spouses and/or members of NCBA CLUSA staff. While the NCBA CLUSA may use such vendors and service providers (after a competitive bidding or other appropriate screening process, where applicable), the following steps should be taken to avoid even the appearance of impropriety. First, NCBA CLUSA’s staff should immediately bring the situation to the attention of their supervisor and the Chief Financial Officer (CFO), before such vendor or service provider is considered as a potential bidder for the award of a contract or purchase of a commodity. The CFO and/or the Chief Operating Officer (COO) may determine that such a vendor or service provider is ineligible for NCBA CLUSA’s contracts or services. Second, the affected staff member may not be involved in the selection process, in supervising the delivery of goods or services, or in approving or disbursing payments to such vendor or service provider. Third, as part of their annual certification of their compliance with NCBA CLUSA’s Code of Business Ethics and Conduct, NCBA CLUSA’s Executive Leadership and Board of Director’s are asked to disclose any other direct or indirect business relationships they or their family members have with NCBA CLUSA.
Contracting, Subcontracting, and Procurement
The NCBA CLUSA believes that its interest and the interests of its clients are best served by fair and open competition in contracting, subcontracting, and procurement. Employees should consult applicable federal guidelines on soliciting competitive bids when procuring goods and services on any U.S. government-funded contracts. For interpretation of these guidelines or specific advice on contracting, subcontracting, and procurement, employees should consult with NCBA CLUSA's Chief Financial Officer or Director for Contracts/Grants Management.
Fairness in Subcontracting
The extent of an entity’s or institution's involvement in and level of effort on a particular project should be clearly stated in the subcontract agreement signed with the NCBA CLUSA. NCBA CLUSA staff should endeavor to ensure that: 1) the level of effort and role specified for the subcontractor is adhered; 2) the subcontractor's name is mentioned on appropriate project reports, publications, and other public documents; 3) proprietary information received from the subcontractor is kept confidential; and 4) resumes of subcontractor staff and consultants are not used without the subcontractor's permission.
Employees are not authorized to commit to or to incur expenditures without a valid, signed agreement or contract.
Subsection 4.0303-04 External Directorships and Membership in Technical Advisory Boards (TABs)
Employees who seek to serve on external Boards of Directors or TABs of an organization are required, prior to acceptance, to obtain written approval from the NCBA CLUSA CEO.
Subsection 4.0303-05 Investments
NCBA CLUSA employees and members of its Board of Directors will occasionally find themselves in a position where they have the opportunity to invest in companies or organizations that are or are reasonably likely to be NCBA CLUSA partners, customers or suppliers; organizations or associations that are current or likely to be competitors of NCBA CLUSA; or organizations or associations that are reasonably likely to be potential candidates for acquisition by NCBA CLUSA. It is imperative that employees of NBCA CLUSA and members of its Board of Directors who are presented with such opportunities understand the potential conflict of interest that may occur in these circumstances. NCBA CLUSA employees and members of its Board of Directors must always serve our members and clients first. Investing in companies that NCBA CLUSA has an actual or potential business relationship with may not be in our members or clients’ best interest. Questions about a potential investment should be brought to the Chair of the NBCA CLUSA Board of Directors or Audit Committee if a Board Member is the potential investor or to the NCBA CLUSA CEO if the potential investor is an employee.
Subsection 4.0303-06 Fees, Honoraria, Stipends and Other Payments
Non-NCBA CLUSA-related fees, honoraria for speeches, fees for jury duty, radio and TV appearances, author's royalties and payments for published articles or article reviews, and travel reimbursements may be accepted, provided these payments do not represent activities that interfere with the staff member's responsibilities to the NCBA CLUSA. No salary or consulting fee, however, may be accepted by regular staff members of the NCBA CLUSA for services rendered to other organizations or persons during regular business hours or leave periods except on behalf of the NCBA CLUSA. NCBA CLUSA staff are advised to bring any questions that they may have on this policy to the attention of the Chief Human Resource Officer for clarification before accepting a fee, honoraria or other payment.
Speaking at events, on behalf of NCBA CLUSA, when it is determined to be in NCBA CLUSA’s best interests, is considered part of an employee’s normal job responsibilities. Because employees will be compensated by NCBA CLUSA for most or all of their time spent preparing for, attending, and delivering presentations approved by management, employees should not request or negotiate a fee or receive any form of compensation (excepting the novelties, favors or entertainment described below) from the organization that requested the speech. Alternatively, if an honoraria is provided, the employee can accept the honoraria or fee and submit it to NCBA CLUSA to offset incurred expenses associated with the employee’s compensation, materials, and travel.
NCBA CLUSA staff are encouraged to remain current in their respective technical fields through such activities as teaching courses. Staff may keep honoraria and modest fees for teaching such courses outside of working hours, as long as these activities do not interfere with the staff member's responsibilities to the NCBA CLUSA. NCBA CLUSA staff should seek the guidance of the respective Senior Leadership Team member prior to committing to the teaching assignment to clarify any potential concerns about the assignment.
Subsection 4.0303-07 Methodology, Technology, Books, and Publications
NCBA CLUSA employees must receive written permission from the NCBA CLUSA CEO before developing any products, software, or intellectual property that is or may be related to NCBA CLUSA’s current or potential business. Any products, software, or intellectual property developed while employed by NCBA CLUSA and during normal business hours or while using organization equipment, resources or facilities shall be considered a work for hire and is the property of NCBA CLUSA. For example, permission to submit an article in a contest that references NCBA CLUSA experience, would most likely be permitted with the provision that NCBA CLUSA is acknowledged by the author. NCBA CLUSA staff may be required to execute an agreement with the NCBA CLUSA acknowledging that all intellectual property developed while employed by the NCBA CLUSA is a work for hire or otherwise assigning the staff member’s rights in such intellectual property, to the extent the same is deemed not to be a work for hire, to the NCBA CLUSA.
Subsection 4.0303-08 Industry Associations
Membership on boards of industry associations generally does not present financial conflicts of interest. However, employees should be sensitive to possible conflicts with NCBA CLUSA’s business interests, if, for instance, the association takes a position adverse to NCBA CLUSA’s interests or those of members or donors.
Subsection 4.0303-09 Nepotism; Hiring Friends and Relatives
Supervisory relationships with family members or others with whom the employee has a significant personal relationship may present special workplace problems, including a conflict of interest, or at least the appearance of conflict, in various personnel decisions that the supervisor makes.
NCBA CLUSA is an equal employment opportunity employer and we seek to hire employees with the knowledge, skills and abilities to contribute to the NCBA CLUSA’s success. Relatives and friends of current employees may be hired and we encourage their referral. However, no favoritism will be shown to candidates who are family members or friends of our employees. Every candidate will be hired based on their qualifications for an open position. Senior managers should be especially aware that their referral of family members or friends may be perceived as exercising undue influence on the hiring process and should take appropriate steps to avoid the appearance of “sponsoring” a friend or relative as a candidate, and to avoid interfering with the hiring process.
To ensure objectivity and prevent conflicts of interest, family members may not have direct or indirect reporting relationships to other family members, cannot be involved in their recruitment, selection, evaluation, and cannot authorize payment for their services. Any such relationship must be brought to the attention of Human Resources before the person is hired. In rare instances where unique circumstances may warrant an exception to this policy, prior approval must be obtained from the Chief Human Resources Officer.