Those responsible for administering a charity (the ‘charity trustees’) must act in the best interests of the charity. Amongst other things, that requires them to avoid anything that prevents decisions being taken by reference to other considerations. It also follows that charity trustees need to avoid putting themselves in a position in which their duty to act only in the best interests of the charity could conflict with any personal interest they may have.
This has implications in practice for both individual charity trustees and for the charity trustees collectively:
- individual charity trustees must identify and declare any conflict of interest on their part; and
- the charity trustees collectively must ensure that they have arrangements in place that enable conflicts of interest to be identified and dealt with effectively.
The early identification of conflicts of interest is therefore key to ensuring that both individual charity trustees and the charity trustees collectively do what is expected of them.
A conflict of interest policy is designed to ensure that the discussions and decisions of the charity trustees are not influenced by any other interests. Its purpose is to make sure that everything that may affect an individual charity trustee’s contribution to a decision is identified, dealt with appropriately and recorded. For general guidance to charities, you may find the Charity Commission’s guidance on this helpful.
A Parochial Church Council (PCC) is in no different a position in these respects from any other charity. Its charity trustees (i.e. all the individual members of the PCC) are under a legal obligation to act in its best interests. The church does not, however, operate in a vacuum: both it and its members form an integral part of the life of the community. This can give rise to conflicts of interest for individual members of the PCC where the best interests of the PCC may be at odds with those of other community organisations. And other conflicts of interest may arise from personal or family circumstances.
Where a conflict of interest is not identified and dealt with appropriately, it can result in decisions or actions that are not in the best interests of the PCC and/or which, in the case of interests of a personal kind, can confer an unauthorised benefit on one or more members of the PCC. [See also the Parish Resources Guidance Note: PCC members and private benefits]
Conflicts of interest can take many forms. Some will make it inappropriate for the individual to participate in a discussion or decision; others may simply need to be identified and declared, so allowing the individual to continue to contribute their experience and expertise to the matter at hand.
- This policy applies to all members of the PCC, the Standing Committee and any other committees or working parties set up by the PCC.
- A conflict of interest is any situation in which a member’s personal interests or loyalties could prevent, or could be seen to prevent, the member from making a decision only in the best interests of the PCC. Such a situation may arise either:
* where there is a potential financial benefit to a member, whether directly or indirectly through a connected person (such as a close family member or business partner); or
* where a member’s duty to the PCC may compete with a duty of loyalty he or she owes to another organisation or person (e.g. by virtue of being a trustee or committee member of a body which has an interest in the matter).
- It is desirable that any conflicts of interest are declared to the Chair of the meeting as soon as the agenda is circulated. They must also be declared at the meeting when the relevant agenda item is reached.
- Subject to paragraph 6, where a conflict of interest arises in connection with a personal benefit, the member concerned must withdraw from the meeting and not take part in any discussions relating to it (including discussions for the purpose of obtaining any authority from the Charity Commission that would be required to authorise the benefit – see the Guidance Note: PCC members and private benefit).
- Subject to paragraph 6, where a conflict of loyalty arises, the PCC will consider what level of participation, if any, is acceptable on the part of the conflicted member, having regard to the duty to act in the best interests of the PCC. However, the normal expectation will be that the conflicted member should withdraw from the meeting during discussion of the item of business in question.
- A member need not withdraw from a meeting if his or her interest (whether financial or non-financial) is common to a class of persons and is neither (i) significant nor (ii) substantially greater than the interests of other members of that class.
- The existence of a conflict of interest must be recorded in the minutes, together with the decision as to how it should be dealt with.
Declarations of Interest
Potential and new trustees should be informed that they will be expected to declare their interests on appointment and subsequently, when they arise. They should also be provided with a copy of the conflicts of interest policy, preferably before appointment. If the potential trustee is concerned about a possible conflict of interest, they should consult the PCC secretary before agreeing to take up the position.
On appointment, trustees should be asked to complete a declaration of interests form. Any concerns about what comes under this heading should be discussed with the Chair of the PCC. The declaration of interests needs to be updated when material changes occur, and reviewed on a regular basis – at least annually.
When completing a declaration of interests, trustees should consider the following areas:
- any previous employment in which the trustee still has a financial, or other, interest any other appointments (voluntary or otherwise) e.g. trusteeships, directorships, local authority membership, tribunals
- professional and organisational membership of any special interest groups investments in unlisted companies, partnerships and other forms of business major shareholdings (e.g. more than 5% of issued capital) and beneficial interests
- gifts or hospitality offered to the trustee by external bodies and whether this was declined or accepted
- family connections where relevant, such as the trustee’s spouse/partner working for a similar organisation or funder
- using, or caring for a user of, the organisation’s services
- any contractual relationship between the trustee or a connected person and the charity or its subsidiary.
Recognising the need to balance accountability and unwarranted intrusion into the affairs of their trustees the level of detail required in the register will depend on:
- the likelihood of a conflict arising
- the potential damage that could be caused by a conflict.
The completed declarations should be returned to the PCC secretary, who will be responsible for keeping the register of interests up to date. The register will be available for inspection on request to the PCC secretary. There may be sections of the declaration, or levels of detail within certain sections, which trustees may want and decide to keep confidential. Such information will be made available only to the chairman and such officers or professional advisers on a ‘need to know’ basis.
When a conflict of interest does arise, it is the responsibility of the trustee in question to declare such a conflict to the PCC. If he or she fails to do so, the Chair or PCC Secretary should declare the conflict.
Declarations of interests at meetings
It should be standard practice for the Chair of the PCC, and committees to ask for declarations of interest at the start of each meeting. Where a PCC, or committee is presented with a conflict of interest, the interest should be declared, the conflict and action taken to manage it should be recorded in the minutes and, where it has been decided that an individual should withdraw from the meeting, steps should be taken to ensure that any details of the discussion relating to the conflict of interest are not divulged. The secretary of the relevant body should ensure that minutes or other documents relating to the item are appropriately redacted for the person facing the conflict. A balance needs to be made to ensure that the person still receives sufficient information about the activities of the charity generally without disclosing such sensitive information that could place the individual in an untenable position.
St John the Baptist PCC Declaration of Interests Form
Name ……………………………………………………………………………………..(Please print clearly)
As a member of St John the Baptist PCC, below I have listed all areas where I am aware there may be a conflict of interest.
I will have due regard to the spirit of this form as well as its wording.
If at any time I become aware of a conflict of interest not declared below I will immediately declare it.
I consent to this information being used for the purposes described in the conflicts of interest policy and for no other purpose.
* Being employed by or contracted to St John the Baptist PCC or any allied organisation
* Being connected with any organisation which has dealings with St John the Baptist
* Being offered gifts or hospitality, whether declined or accepted, in the last 12 months
Please give details of the interest and whether it applies to you or, where appropriate, a member of your immediate family, connected persons or some other close personal connection
Please return this form to the PCC Secretary.
The policy will be monitored and reviewed annually.
PAROCHIAL CHURCH COUNCIL OF ST JOHN THE BAPTIST SAXMUNDHAM
Charity Registration Number 1171576.
Approved by the PCC on: – 19th February 2018
Date of review: – February 2019