(Extended to all Participants of the Board Meetings including ELPA Staff)
1.1. The purpose of this Code of Conduct is to define the expected standard of professional and ethical conduct, communications and proper practice of the ELPA Board Members and staff.
1.2. The purpose of this Code of Conduct is also to protect the integrity of the organisation’s decision-making processes and reputation.
1.3. This Code of Conduct is not intended to supersede but rather be used alongside ELPA’s Statutes and other relevant regulations.
2.1. ELPA is committed to the adoption of professional and ethical conduct, communications and proper practice in all areas of its responsibilities and authority.
2.2. Any issue which potentially presents a conflict of interest, an ethical dilemma or might otherwise impact on the reputation of the organisation must be openly disclosed and discussed in an honest and comprehensive manner.
2.3. In all cases where there is a conflict of interest between a Board Member’s personal or professional interests and the interests of the organisation, the interests of ELPA will prevail.
2.4. Where the Board is of the opinion that a Board member has acted in a manner prejudicial to the interests and reputation of ELPA, this may be taken to the General Meeting. A Board member may be removed by a General Meeting, where a decision is reached by at least three-quarters of the full members, either present or represented.
3. Process and Guidelines for Professional and Ethical Conduct, Communications & Proper Practice
3.1. All Board Members and staff are required to:
3.1.1. Act honestly and in good faith at all times in the best interests of ELPA and for a proper purpose;
3.1.2. Be diligent and attend, whenever possible, not less than 80%, Board Meetings and other ELPA events to which they are invited. Sufficient time should be devoted to preparing for these meetings to facilitate full participation.
3.1.3. Ensure scrupulous avoidance of deception, illegal, unprofessional or unethical practice or any other behaviour that is, or might be construed as, less than honourable in the pursuit of ELPA business;
3.1.4. Not disclose to any other person, confidential information other than as agreed by the Board or as a required by law. All Board documents and discussions should be considered confidential unless otherwise agreed in writing.
3.1.5. Act in accordance with their statutory duties and comply with all relevant legislation, taking into account the spirit as well as the letter of the law and recognising both legal and moral duties of the role;
3.1.6. Abide by Board decisions and not express dissent after the decisions are made, either vis-à-vis other Board members, ELPA members or staff.
3.1.7. Not do anything that in any way undermines ELPA or harms its public image.
3.1.8. Make every reasonable effort to ensure that ELPA does not raise community or stakeholder expectations that cannot be met or fulfilled;
3.1.9. Ensure that all staff employed by ELPA are treated with due respect and that their requests are complied with in a timely manner.
3.1.10. Ensure all communications as ELPA representative are respectful and meet an acceptable standard of evidence based information and generally accepted research.
3.1.11. At all times act in accordance with high standards, and in the best interest of ELPA
All communications, whether written or oral, must reflect the Board decisions.
A member of the Board cannot propose to any stakeholders (be it industry, institutions, other associations, etc.) any activity and/or fundraising proposal on behalf of ELPA without the consent of the President and/or CEO. This includes any activity where the ELPA logo is used or ELPA members are involved.
Given that Board members not only work for ELPA but also work for their own associations, and as the stakeholders involved are common to both ELPA and the national associations, it is essential that any discussions had with stakeholders are carefully managed to ensure they do not result in interference or loss for ELPA and, vice-versa, for the national associations. In order to ensure there is no conflict of interest and that Board members are able to fulfil the requirement of total commitment to ELPA the Board members should not, at the same time as fulfilling their mandate with ELPA, be members of the board of other European or international associations.
Process and Guidelines for Conflicts of Interest
4.1. Conflicts of interest may occur when:
4.1.1. A member of staff or a Board Member has personal or professional interests that:
a. are at odds, or have the potential to be at odds with the best interests of ELPA; or
b. arise in situations where they have divided loyalties
4.1.2. A Board Member, or their immediate family, or close friend, has business interests, (e.g. companies and/or organisation s/he is involved with) and stands to gain financially from any business dealings, programmes or services provided to ELPA;
4.1.3. A Board Member offers professional services to ELPA and is financially1 compensated for these services; or
4.1.4. Any information, received through involvement in the Board is used by Board Members, their organisations or networks for personal, professional or strategic advantage.
4.2. All Board Members are required to:
4.2.1. An ELPA Board member wishing to run for the position of President needs to have spent a minimum of two years in the Board. The President should only be elected if the previous statement applies i.e. the President must come from the Board.
4.2.2. Declare all actual or potential interests that could result in a conflict between personal and professional priorities and the priorities of ELPA;
4.2.3. Declare awareness of a real or potential conflict of interest of another Board Member who has not otherwise declared such.
4.3. The Board shall:
4.3.1. Start each Board Meeting with a request of those present to declare any current or potential conflicts of interest;
4.3.2. Determine whether or not a declared conflict of interest is of material significance to either the individual Board Member or to another organisation/interest with which that individual is connected and shall advise the Board Member accordingly;
4.3.3. Decide if the individual Board member shall vote on any matter relating to an identified conflict of interest. In addition the Board Member will only be privy to any related discussion with previous Board approval;
4.3.4. Determine what records and documents related to the matter will be made available to the Board members;
4.3.5. Ensure all such occurrences are recorded in the minutes.
1 via invoice. This does not include reimbursement to an individual or organisation for travel or living expenses related to meeting attendance authorised in advance.