Changeset - 699fe650c48c
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Tracy Homer (tracy) - 20 months ago 2022-07-20 21:14:07
tracy@sfconservancy.org
change 'his or her' to 'their', renewal every year instead of six months, removed requirement to send completed copy to general council
1 file changed with 29 insertions and 30 deletions:
www/conservancy/static/projects/policies/conflict-of-interest-policy.d477e1b02e2093594db118aaa956da8c93129d58.html
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www/conservancy/static/projects/policies/conflict-of-interest-policy.d477e1b02e2093594db118aaa956da8c93129d58.html
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@@ -29,30 +29,30 @@ interests. In particular, the following scenarios are to be identified as
 
conflicts of interest:</p>
 
<ul>
 
<li>
 
<p>A Conservancy Person (or his or her family member) is a party to a
 
<p>A Conservancy Person (or their family member) is a party to a
 
contract, or involved in a transaction with Conservancy for goods
 
or services.</p>
 
</li>
 
<li>
 
<p>A Conservancy Person (or his or her family member) is a director,
 
<p>A Conservancy Person (or their family member) is a director,
 
officer, agent, partner, associate, employee, trustee, personal
 
representative, receiver, guardian, custodian, legal representative or in
 
some other way has a fiduciary duty to an entity involved in a transaction
 
with Conservancy.</p>
 
</li>
 
<li>
 
<p>A Conservancy Person (or his or her family member) is engaged in a substantial
 
<p>A Conservancy Person (or their family member) is engaged in a substantial
 
capacity or has a material financial interest in a for-profit enterprise
 
that competes with Conservancy or a Conservancy Project.</p>
 
</li>
 
<li>
 
<p>A Conservancy Person (or his or her family member) has a material
 
<p>A Conservancy Person (or their family member) has a material
 
financial interest in, or fiduciary duty to an entity Conservancy
 
has engaged in a free software license compliance effort, enforcement
 
effort, or related litigation on behalf of a Conservancy project.</p>
 
</li>
 
<li>
 
<p>A Conservancy Person (or his or her family member) has a material
 
<p>A Conservancy Person (or their family member) has a material
 
financial interest in or fiduciary duty to the competitor of an entity
 
Conservancy has engaged in a free software license compliance effort,
 
enforcement effort, or related litigation on behalf of a Conservancy
...
 
@@ -70,7 +70,7 @@ not compromised by personal interests.</p>
 
<li>
 
<p><strong>No Personal Profit or Gain.</strong> No Conservancy Person (or family
 
member) shall derive any personal profit or gain, directly or indirectly,
 
by reason of his or her participation with Conservancy. Personal profit
 
by reason of their participation with Conservancy. Personal profit
 
or gain does not include compensation approved by the Board for paid
 
employees, or reimbursement of legitimate Conservancy expenses.</p>
 
</li>
...
 
@@ -81,10 +81,9 @@ which he or she may have in any matter pending before Conservancy
 
and shall refrain from participation in any decision on such matter.</p>
 
</li>
 
<li>
 
<p><strong>Conservancy Conflict Disclosure Form.</strong> Every six months, each
 
<p><strong>Conservancy Conflict Disclosure Form.</strong> Every one year, each
 
Conservancy Person shall complete a Conservancy Conflict Disclosure
 
form attached as Exhibit A and submit it to the Board and to
 
Conservancy&rsquo;s General Counsel.</p>
 
form attached as Exhibit A and submit it to the Board</p>
 
</li>
 
</ul>
 
<h3 id="conflict-resolution-procedures-for-conservancy-persons">Conflict Resolution Procedures for Conservancy Persons</h3>
...
 
@@ -116,7 +115,7 @@ conflicted Conservancy Person must abstain from, and must not hear nor
 
read the pre-vote discussions of the matter by the Board or Board
 
Committee, except to disclose material facts and to respond to
 
questions. The conflicted Conservancy Person shall not attempt to exert
 
his or her personal influence with respect to the matter, either at or
 
their personal influence with respect to the matter, either at or
 
outside the meeting.  The Conflicted Person may read minutes and/or
 
logs of the matter&rsquo;s discussion after voting is complete.</p>
 
</li>
...
 
@@ -169,38 +168,38 @@ technical direction (&ldquo;PLC Persons&rdquo;). Conservancy understands and
 
expects that many PLC Persons exploit professional skills relating
 
to their Project as individuals by providing developing, consulting,
 
and/or training services. Nonetheless, each PLC Person has a duty
 
to act in the best interests of his or her Project when making technical
 
to act in the best interests of their Project when making technical
 
decisions about the Project.</p>
 
<h3 id="defining-a-conflict-of-interest-for-a-plc-person">Defining a Conflict of Interest for a PLC Person</h3>
 
<p>In general, PLC Persons should avoid making technical decisions on
 
matters where his or her personal and/or professional interests are
 
at odds with his or her Project&rsquo;s interests. In particular, the following
 
matters where their personal and/or professional interests are
 
at odds with their Project&rsquo;s interests. In particular, the following
 
scenarios are to be identified as conflicts of interest:</p>
 
<ul>
 
<li>
 
<p>A PLC Person (or his or her family member) is a party to a contract,
 
<p>A PLC Person (or their family member) is a party to a contract,
 
or involved in a transaction with Conservancy for goods or services
 
relating to his or her Project.</p>
 
relating to their Project.</p>
 
</li>
 
<li>
 
<p>A PLC Person (or his or her family member) is an employee, owner,
 
<p>A PLC Person (or their family member) is an employee, owner,
 
or otherwise has a financial interest in an entity involved in a transaction
 
with Conservancy relating to his or her Project.</p>
 
with Conservancy relating to their Project.</p>
 
</li>
 
<li>
 
<p>A PLC Person (or his or her family member) is a director, officer,
 
<p>A PLC Person (or their family member) is a director, officer,
 
agent, partner, associate, trustee, receiver, guardian, personal representative,
 
custodian, legal representative or in some way has a fiduciary duty
 
to an entity involved in a transaction with Conservancy relating to
 
his or her Project.</p>
 
their Project.</p>
 
</li>
 
<li>
 
<p>A PLC Person (or his or her family member) is engaged in a substantial capacity
 
<p>A PLC Person (or their family member) is engaged in a substantial capacity
 
or has a material financial interest in a for-profit enterprise that
 
competes with his or her Project.</p>
 
competes with their Project.</p>
 
</li>
 
<li>
 
<p>A PLC Person (or his or her family member) is the owner of copyrights
 
<p>A PLC Person (or their family member) is the owner of copyrights
 
that are the subject of a Conservancy-led compliance effort, enforcement
 
effort, or related litigation &ndash; and the PLC Person (or a family member)
 
has a material financial interest in or fiduciary duty to an entity
...
 
@@ -208,7 +207,7 @@ adverse to this effort.</p>
 
</li>
 
</ul>
 
<p>Conservancy further notes that a scenario may arise where a PLC Person
 
(or his or her family member) works for, owns, or otherwise has a
 
(or their family member) works for, owns, or otherwise has a
 
financial interest in an entity that competes with a second entity
 
involved in a transaction with Conservancy regarding the Project in
 
question. This may or may not result in a conflict of interest, depending
...
 
@@ -232,7 +231,7 @@ of legitimate Project expenses.</p>
 
</li>
 
<li>
 
<p><strong>Disclosure and Abstention when Conflicted.</strong> Each PLC Person
 
shall disclose to his or her PLC and to Conservancy&rsquo;s Executive Director
 
shall disclose to their PLC and to Conservancy&rsquo;s Executive Director
 
any conflict of interest which he or she may have in any matter pending
 
before the PLC and shall refrain from participation in any decision
 
on such matter.</p>
...
 
@@ -285,7 +284,7 @@ conflicted PLC Person must abstain from, and must not hear nor
 
read the pre-vote discussions of the matter by the PLC or PLC
 
sub-committee, except to disclose material facts and to respond to
 
questions. The conflicted PLC Person shall not attempt to exert
 
his or her personal influence with respect to the matter, either at or
 
their personal influence with respect to the matter, either at or
 
outside the meeting.  The conflicted PLC Person may read minutes and/or
 
logs of the matter&rsquo;s discussion after voting is complete.</p>
 
</li>
...
 
@@ -390,10 +389,10 @@ Persons serve the public interest and are to have a clear understanding
 
of Conservancy&rsquo;s charitable mission. All decisions made by Conservancy
 
Persons are to be made solely on the basis of a desire to promote
 
the best interests of Conservancy and the public good.</p>
 
<p>This Form is to be completed every six months and submitted to the
 
Chairperson of Conservancy&rsquo;s Board and to Conservancy&rsquo;s General Counsel.</p>
 
<p>This Form is to be completed every one year and submitted to the
 
Chairperson of Conservancy&rsquo;s Board</p>
 
<p>Date: <code>__________________________</code></p>
 
<p>Next Form to be completed by (six months from now): <code>__________________</code></p>
 
<p>Next Form to be completed by (one year from now): <code>__________________</code></p>
 
<p>Name: <code>__________________________</code></p>
 
<p>Position (employee/officer/trustee): <code>_________________________________</code></p>
 
<p>I affirm the following:</p>
...
 
@@ -440,12 +439,12 @@ to the best of my knowledge.</p>
 
<h2 id="exhibit-b-project-leadership-committee-conflict-disclosure-form">Exhibit B: Project Leadership Committee Conflict Disclosure Form</h2>
 
<p>Each volunteer, academic and/or industry professional that serves
 
on a Conservancy Member Project&rsquo;s Project Leadership Committee (PLC)
 
have a duty to act in the best interests of his or her Project when
 
have a duty to act in the best interests of their Project when
 
making decisions about the Project&rsquo;s technical direction. Every committee
 
member must also abide by New York State and USA federal laws associated with non-profit
 
organizational governance.</p>
 
<p>Committee members must complete this form annually and submit it to
 
his or her PLC and to Conservancy&rsquo;s Executive Director.</p>
 
their PLC and to Conservancy&rsquo;s Executive Director.</p>
 
<p>Date: <code>_____________</code></p>
 
<p>Next Form to be completed by (one year from now): <code>___________</code></p>
 
<p>Name: <code>____________________________________</code></p>
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