HOD2021-HB-Cover

Conflict of Interest – Statement of Disclosure 1 A conflict of interest can arise in any circumstance that may compromise the ability of a board member 2 to make unbiased and impartial decisions on behalf of the Society. Such circumstances may involve 3 family relationships, business interests, professional activities, or personal affiliations. 4 5 The Society requires all board members to complete and submit an annual Statement of Disclosure 6 detailing any facts or circumstances that might constitute a conflict of interest. All board members are 7 encouraged to err on the side of disclosure and to report any set of circumstances that may appear to 8 pose a conflict of interest, even if there is uncertainty as to whether such circumstances should be 9 disclosed. Any information provided in a Conflict of Interest Statement of Disclosure will be shown 10 only to the LSMS Board of Governors Conflict of Interest Review Committee, as outlined below, and 11 the LSMS General Counsel and Executive Vice President. Potential conflicts of interest will only be 12 disclosed when deemed necessary or appropriate by a member of the Review Committee. If a specific 13 matter arises as to which a board member has a conflict of interest or may reasonably be thought to have 14 a conflict of interest, such person shall make clear disclosure of the conflict to the Board during 15 discussion of that matter. If the board member fails to make disclosure and the President is aware of the 16 conflict, he/she may make the disclosure. Generally, a person with a conflict may still participate in 17 discussion of the relevant matter. 18 19 The LSMS Board of Governors Conflict of Interest Review Committee is made up of the LSMS 20 President, Vice President, Speaker and Vice Speaker of the House. The review committee will review 21 each board member’s Statement of Disclosure for any set of facts or circumstances that may reflect in an 22 actual, potential, or apparent conflict of interest. The Review Committee may request the assistance of 23 the LSMS Legal Counsel and/or Executive Vice President when identifying potential conflicts. When 24 evaluating a set of conflicts or circumstances, the review committee shall consider the following non- 25 exhaustive list of factors that may indicate a conflict of interest:

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▪ Solicitation or acceptance of gifts or other items of value that may create an appearance or

expectation of special treatment;

▪ Any incident of abuse or misuse of a leadership position for personal or third-party gain or

benefit;

▪ Situations in which a board member may be divided between personal interests or the interests of 32 another organization and the best interests of the Society; 33 ▪ Business, professional, or other activities of a board member or any immediate family member 34 (parent, spouse, and/or child) that would materially and adversely affect the Society, either 35 directly or indirectly; and, 36 ▪ Any arrangement in which a board member or any immediate family member (parent, spouse, 37 and/or child) provides goods or services to the Societies or its subsidiaries as a paid vendor. 40 Annually, at the first regularly scheduled meeting of the Board, each board member will be asked to 41 read the LSMS Conflict of Interest Policy and certify to the best of their knowledge that neither they nor 42 any member of their immediate family (parent, spouse, and/or child) has any relationship, engages in 43 any activity or has any personal financial interest that might impair their independence or judgment 44 concerning LSMS matters. Furthermore, each board member will be asked to list any exceptions and 45 will also list any other organizations, societies or associations upon which they are currently serving as 46 an officer and/or a board member. Additionally, each board member will have the opportunity to 47 disclose any additional facts or circumstances that may represent a conflict of interest. [For example, 48 employment, ownership interests in health care related entities, ownership interests of an immediate 49 38 39 Conflict of Interest – Certification

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