Conflict of Interest Policy

[#] Conflict of Interest Policy for [NAMI Affiliate Name]
(Included in Board Operating Policies & Procedures)
[#.1] Purpose
Board members have an obligation to conduct business within the guidelines that
prohibit actual or potential conflicts of interest. This policy establishes only the
framework within which [NAMI Affiliate Name] wishes its business to operate. The
purpose of these guidelines is to provide general direction so that board members
can seek further clarification on issues related to the subject of acceptable standards
of operation.
An actual or potential conflict of interest occurs when a board member is in a

position to influence a decision that may result in a personal gain for the board
member or for a relative as a result of [NAMI Affiliate Name]’s business dealings.
However, no presumption of guilt is created by the mere existence of a relationship
with outside firms.
Personal gain may result not only in cases in which an employee, board member or
relative has a significant ownership in a firm with which [NAMI Affiliate Name] does
business, but also when he or she receives any kickback, bribe, substantial gift, or
special consideration as a result of any transaction of business dealings involving
[NAMI Affiliate Name].
The materials, products, designs, plans, ideas, and data of [NAMI Affiliate Name] are
the property of NAMI, and should never be given to an outside firm or individual
except through normal channels and with appropriate authorization.
[#.2] Persons Concerned
This policy is directed not only to board members and officers, but to all employees
who can influence the actions of [NAMI Affiliate Name]. For example, this would
include all who make purchasing decisions, all other persons who might be
described as “management personnel,” and all who have proprietary information
concerning [NAMI Affiliate Name].
[#.3] Areas in Which Conflict May Arise
Conflicts of interest may arise as a result of the following relationships:

 Persons and firms supplying goods and services to [NAMI Affiliate Name]
 Persons and firms from whom [NAMI Affiliate Name] leases property and
equipment
 Persons and firms with whom NAMI is dealing or planning to deal in
connection with the gift, purchase or sale or real estate, securities, or other
property
 Competing or affinity organizations
 Donors and others supporting [NAMI Affiliate Name]
 Agencies, organizations, and associations that affect the operations of [NAMI
Affiliate Name]
 Family members, friends, and colleagues
[#.4] Nature of Conflicting Interests
A material conflicting interest may be defined as an interest, direct or indirect, with

any persons and firms mentioned in Section 3. Such an interest might arise through:
 Owning stock or holding debt or other proprietary interests in any third
party dealing with [NAMI Affiliate Name]
 Holding office, serving on the board, participating in management, or being
otherwise employed (or formerly employed) in any third party dealing with
[NAMI Affiliate Name]
 Receiving remuneration for services with respect to individual transactions
involving [NAMI Affiliate Name]
 Using [NAMI Affiliate Name]’s time, personnel, equipment, supplies, or good
will for something other than [NAMI Affiliate Name] approved activities,
programs, and purposes
 Receiving personal gifts or loans from third parties dealing with [NAMI
Affiliate Name]. Receipt of any gift is disapproved except gifts of nominal
value that could not be refused without discourtesy. No personal gift of
money should ever be accepted.
[#.5] Duty to Disclose
In connection with any actual or possible conflict of interest, a board member must
disclose the existence of the interest. The matter should be brought to the [Select
one: Board President’s, Board Chair’s, or Governance Committee’s] attention; if
material, he or she will bring these matters to the board and provide the board
member with an opportunity to disclose all material facts.
[#.6] Procedures for Addressing the Conflict of Interest
a. The director with the conflict of interest may make a presentation at the
governing board or committee meeting, but after the presentation, he or she
shall leave the meeting during the discussion of and the vote on the
transaction or arrangement involving the possible conflict of interest.
b. The chairperson of the governing board or committee shall, if appropriate,
appoint a disinterested person or committee to investigate alternatives to the
proposed transaction or arrangement.
c. After exercising due diligence, the governing board or committee shall
determine whether [NAMI Affiliate Name] can obtain with reasonable efforts
a more advantageous transaction or arrangement from a person or entity
that would not give rise to a conflict of interest.
d. If a more advantageous transaction or arrangement is not reasonably
possible under circumstances not producing a conflict of interest, the
governing board or committee shall determine by a majority vote of the
disinterested directors whether the transaction or arrangement is in [NAMI
Affiliate Name]’s best interests, for its own benefit, and whether it is fair and
reasonable. In conformity with the above determination, it shall make its
decision as to whether to enter into the transaction or arrangement.
[#.7] Continuation of Transactions
Transactions with related parties characterized by conflicts of interest may be

undertaken only if all of the following are observed:
 A material transaction is fully disclosed in the financial statements of the
organization;
 The director with the conflict of interest is excluded from the discussion and
approval of such transaction;
 A competitive bid or comparable valuation exists; and
 The organization’s board has acted upon and demonstrated that the
transaction is in the best interest of the organization.
[#.8] Violations of the Conflict of Interest Policy
If the governing board or committee has reasonable cause to believe a member has
failed to disclose actual or possible conflicts of interest, it shall inform the board
member of the basis of such belief and afford the member an opportunity to explain
the alleged failure of disclosure.
If, after hearing the member’s response and after making further investigation as
warranted by the circumstances, the governing board or committee determines the
member has failed to disclose an actual or possible conflict of interest, it shall take
appropriate disciplinary and corrective action.
(Refer to the following page for the disclosure form.)

[#.9] [NAMI Affiliate Name] Conflict of Interest Form
Conflicts can arise from many ordinary and appropriate activities; the existence of a
conflict does not imply wrongdoing on anyone’s part. But when conflicts do arise,
they must be recognized and disclosed, and then eliminated or appropriately
managed. Some relationships may create an appearance of conflict; those, too, are
important to eliminate or manage so that we may maintain public confidence in the
integrity of our activities.
Name: _______________________________________________ Position: ______________________________
Phone: __________________________________ Email: _____________________________________________
Under this Policy, do you have any potential or perceived conflicts of interest to
disclose?
 No, I have no potential or perceived conflicts of interest to disclose.

 Yes, I have the following potential or perceived conflicts of interest to disclose:
 For-profit corporate directorships, positions, and employment:
 Nonprofit trusteeships of positions:
 Memberships in the following organizations:
 Contracts, business activities, and/or investments with/in the following

organizations:
 Other relationships and activities:
I have read and understand [NAMI Affiliate Name]’s Conflict of Interest Policy and
agree to be bound by it. I will promptly inform the [Select same one as in above #.5,
without apostrophe: Board President, Board Chair, or Governance Committee] of
any material change that develops in the information contained in the foregoing
statement.
________________________________________ ________________________________________ _____________
Board Member Name Signature Date

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[#] Conflict of Interest Policy for [NAMI Affiliate Name]

(Included in Board Operating Policies & Procedures)

An actual or potential conflict of interest occurs when a board member is in a

[#.2] Persons Concerned

[#.3] Areas in Which Conflict May Arise

Conflicts of interest may arise as a result of the following relationships:

[#.4] Nature of Conflicting Interests

A material conflicting interest may be defined as an interest, direct or indirect, with

[#.5] Duty to Disclose

[#.6] Procedures for Addressing the Conflict of Interest

[#.7] Continuation of Transactions

Transactions with related parties characterized by conflicts of interest may be

[#.8] Violations of the Conflict of Interest Policy

(Refer to the following page for the disclosure form.)

Name: _______________________________________________ Position: ______________________________

Phone: __________________________________ Email: _____________________________________________

 No, I have no potential or perceived conflicts of interest to disclose.

 For-profit corporate directorships, positions, and employment:

 Nonprofit trusteeships of positions:

 Memberships in the following organizations:

 Contracts, business activities, and/or investments with/in the following

 Other relationships and activities:

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Phone: Email: ___________