Conflicts of Interest Policy
1. Scope
This policy applies to every trustee, every member of any committee or working group of FAIR, and (when appointed) every member of FAIR’s staff. References below to “trustees” should be read accordingly.
2. What is a conflict of interest?
A conflict of interest arises whenever a trustee’s personal, professional, financial, or other interests - or those of someone connected to them - could, or could reasonably be perceived to, influence the trustee’s decisions on behalf of FAIR. Conflicts can be:
- Direct or indirect - affecting the trustee personally or through family, business, or institutional connections;
- Financial or non-financial - including reputational, professional, or political interests;
- Actual, perceived, or potential - all of which must be managed.
A related concept is conflict of loyalty - where a trustee’s duty to FAIR may be in tension with a duty owed to another organisation, even where there is no personal benefit. These are managed under this policy in the same way as conflicts of interest.
3. Trustee duties
Every trustee must:
- Identify and declare any conflict of interest or loyalty as soon as they become aware of it;
- Maintain a current entry in FAIR’s Register of Interests, listing all material interests and connections;
- Withdraw from any decision in which they have a conflict, unless the Board, having considered the matter without the conflicted trustee present, expressly authorises continued participation;
- Not use information acquired as a trustee for personal advantage or for the advantage of any other organisation.
4. Register of Interests
FAIR maintains a Register of Interests recording, for each trustee:
- Current employment, directorships, and consultancies;
- Trusteeships and other governance roles in other charities or organisations;
- Material shareholdings and other financial interests;
- Memberships of professional and political bodies that may bear on FAIR’s work;
- Close family members or business associates who hold interests of the kind above, where a reasonable observer might perceive an influence.
The Register is reviewed at the start of every Board meeting and updated as required. A summary of relevant interests will be published as part of FAIR’s annual report.
5. Process at meetings
Conflicts of interest are a standing item at the start of every Board meeting. Trustees declare any conflict relating to items on the agenda. The Chair (or, if the Chair is conflicted, another non-conflicted trustee) decides whether the conflicted trustee should:
- Withdraw from the discussion entirely;
- Remain to provide information but withdraw before a decision is taken;
- Participate (in exceptional circumstances and only where the Board agrees this is in FAIR’s best interests).
The decision and the reasons for it are recorded in the minutes.
6. Trustee benefits
Trustees act in an unpaid capacity. FAIR will only confer a benefit on a trustee where the law and FAIR’s governing document permit it - for example, reasonable out-of-pocket expenses - and where the conflict has been managed under this policy.
7. Gifts and hospitality
Trustees should refuse gifts and hospitality from current or potential funders, suppliers, or counterparties beyond modest, customary courtesies. Where a gift or hospitality of more than nominal value is received or offered, it must be declared to the Chair and recorded.
8. External funding and policy positions
FAIR’s independence is central to its public credibility. Where a trustee, or an organisation closely connected with a trustee, has a financial or institutional interest in a regulatory or policy outcome on which FAIR is working, this is treated as a conflict requiring management under this policy.
9. Breaches
Failure to comply with this policy may, in serious cases, constitute breach of trustee duty. The Board will investigate any reported breach in accordance with FAIR’s governance documents.
10. Review
This policy is reviewed annually by the Board, and earlier if relevant law, statutory guidance, or FAIR’s circumstances change.