Conflict of Interest Policy

Last Revised: January 2025
Next Review Date: January 2026
Approved by: Board of Trustees

Purpose and Scope

This policy establishes clear procedures for identifying, declaring, and managing conflicts of interest within the National Society for Education, Mentoring and Media (NSEMM). It applies to all charity trustees, employees, volunteers, and anyone acting on behalf of NSEMM.

A robust conflicts of interest policy protects NSEMM’s reputation, ensures legal compliance with the Charities Act 2011, and maintains public confidence in our charitable activities. This policy aligns with Charity Commission guidance CC29 and supports our duty to act solely in the charity’s best interests.

Legal Framework

NSEMM operates under strict legal obligations regarding conflicts of interest:

• Charities Act 2011 – Trustees must act solely in the charity’s best interests
• Charity Commission CC29 – Conflicts of interest guidance for charity trustees
• CIO Constitution – Specific provisions for managing trustee conflicts
• Duty of loyalty – Fiduciary responsibilities to avoid conflicts

Failure to properly manage conflicts of interest can result in:

• Personal liability for trustees
• Charity Commission intervention
• Loss of charitable status
• Reputational damage
• Legal proceedings

Understanding Conflicts of Interest

What is a Conflict of Interest?

A conflict of interest occurs when an individual’s personal interests could compromise, or appear to compromise, their ability to act in NSEMM’s best interests. This includes situations where personal gain might influence decision-making, even if no actual impropriety occurs.

Types of Conflicts

Financial Conflicts:

• Direct financial benefit from NSEMM decisions
• Contracts or payments involving personal or family businesses
• Investment opportunities arising from charity activities
• Employment or consultancy arrangements with NSEMM
• Property transactions involving the charity

Personal Conflicts:

• Family members employed by or contracting with NSEMM
• Personal relationships affecting professional judgment
• Competing loyalties to other organisations
• Personal reputation or career advancement considerations

Professional Conflicts:

• Dual roles with organisations that compete with NSEMM
• Professional services provided to organisations in conflict with NSEMM
• Access to confidential information benefiting other interests
• Decision-making authority in multiple related organisations

Perceived Conflicts:

• Situations that might appear improper to external observers
• Relationships that could undermine public confidence
• Associations that might damage NSEMM’s reputation
• Any circumstance creating doubt about independence

Declaration Requirements

Annual Declaration Process

All trustees, senior staff, and key volunteers must complete an annual conflicts of interest declaration covering:

Personal Details:

• Business interests and directorships
• Employment and consultancy arrangements
• Trustee or committee positions with other organisations
• Significant volunteer roles

Financial Interests:

• Shareholdings in companies that might contract with NSEMM
• Property interests that might affect NSEMM decisions
• Financial investments relevant to NSEMM’s work
• Debt or financial obligations to relevant parties

Family and Personal Connections:

• Family members employed in education or related sectors
• Personal relationships with NSEMM stakeholders
• Social connections that might influence decisions
• Any other relationships creating potential conflicts

Professional Relationships:

• Client relationships with competing organisations
• Professional memberships creating conflicts
• Advisory roles with other charities or businesses
• Any professional obligations conflicting with NSEMM duties

Ongoing Declaration Duty

Beyond annual declarations, individuals must immediately declare any new conflicts arising during the year, including:

• New business interests or employment
• Changes in family circumstances affecting interests
• New trustee or advisory positions
• Any situation creating potential conflicts

Declarations must be submitted within 7 days of the conflict arising or being recognised.

Decision-Making Procedures

Meeting Management

When conflicts of interest arise during meetings:

Before Discussion:

• The conflicted individual must declare their interest at the start of the relevant agenda item
• The nature and extent of the interest must be clearly explained
• Other attendees should ask clarifying questions if needed
• The declaration must be recorded in meeting minutes

During Discussion:

• The conflicted individual must leave the room during discussion
• They cannot participate in debate or provide input unless specifically invited to answer factual questions
• Questions should be limited to essential information only
• The individual must leave again before any decision-making

Decision Making:

• The conflicted individual cannot vote on the matter
• They cannot be counted in the quorum for that decision
• The decision must be made by remaining trustees acting in the charity’s best interests
• Alternative options should be considered to ensure the best outcome for NSEMM

Record Keeping:

• Full details of the conflict and management process must be recorded
• The reasons for decisions must be documented
• Any alternative options considered should be noted
• The conflicted individual should not receive copies of relevant papers unless necessary

Approval Thresholds

Different types of conflicts require different approval levels:

Minor Conflicts (Under £1,000 value or low significance):

• Line manager approval required
• Declaration recorded in conflict register
• Annual review by trustees

Moderate Conflicts (£1,000-£5,000 or moderate significance):

• Senior management approval required
• Trustees informed at next meeting
• Quarterly review process

Significant Conflicts (Over £5,000 or high significance):

• Full trustee board approval required
• Independent verification of value for money
• Annual review of arrangement
• Public disclosure may be required

Complex or Ongoing Conflicts:

• Legal advice may be sought
• Charity Commission guidance considered
• Independent expert assessment
• Regular review and monitoring

Specific Situations

Employment and Remuneration

NSEMM may employ trustees or connected persons only under strict conditions:

Legal Requirements:

• Charity Commission authorisation may be required and the employment must benefit the charity. All remuneration must be reasonable and proper.
• Independent benchmarking of salary levels is to be completed.
• Regular review of performance and value

Decision Process:

• The interested trustee cannot participate in recruitment decisions
• Independent panel must make employment decisions
• Market rate assessment required
• Annual performance review by unconnected trustees
• Termination procedures must be independent

Contracts and Procurement

When NSEMM considers contracts with connected parties:

Pre-Contract Requirements:

• Competitive tendering process where practical
• Independent assessment of value for money
• Benchmarking against market rates
• Legal review of contract terms
• Trustee approval of significant contracts

Ongoing Management:

• Regular performance monitoring
• Annual value for money assessment
• Independent contract review
• Transparent reporting to stakeholders

Trustee Benefits

Trustees may receive benefits only in limited circumstances:

Permitted Benefits:

• Reimbursement of reasonable expenses
• Trustee indemnity insurance
• Benefits available to all charity users
• Incidental benefits with prior approval

Prohibited Benefits:

• Payment for trustee duties
• Preferential access to services
• Personal use of charity resources
• Any benefit not expressly authorised

Register Management

Conflicts Register

NSEMM maintains a comprehensive conflicts of interest register containing:

Individual Records:

• Name and role within NSEMM
• Date of declaration
• Nature and extent of interest
• Decisions affected by the conflict
• Management actions taken
• Review dates and outcomes

Decision Records:

• Meeting dates and attendees
• Decisions made regarding conflicts
• Reasoning for management approach
• Alternative options considered
• Monitoring arrangements established

Public Disclosure

Certain conflicts must be publicly disclosed:

Annual Report Disclosure:

• Significant contracts with connected parties
• Employment of trustees or connected persons
• Major decisions affected by conflicts
• Overall approach to conflict management

Website Publication:

• Summary of conflict management procedures
• Details of significant ongoing conflicts
• Contact information for conflict reporting
• Links to relevant policies and procedures

Stakeholder Communication:

• Regular updates to major funders
• Information sharing with partner organisations
• Transparency in grant applications
• Open communication with regulatory bodies

Training and Support

Trustee Induction

New trustees receive comprehensive training covering:

• Legal duties regarding conflicts
• NSEMM’s specific procedures
• Common conflict scenarios in education charities
• Decision-making processes and requirements
• Consequences of non-compliance

Annual Training

All trustees participate in annual refresher training including:

• Updates to legal requirements
• Review of NSEMM’s conflict procedures
• Case studies and practical exercises
• Discussion of emerging conflict issues
• Best practice sharing

Ongoing Support

NSEMM provides continuous support through:

• Regular reminders about declaration duties
• Accessible guidance on common situations
• Legal advice when complex conflicts arise
• Peer support and discussion opportunities
• External training opportunities

Monitoring and Review

Quarterly Reviews

Every quarter, trustees review:

• New conflicts declared since last review
• Effectiveness of current management arrangements
• Any issues or concerns arising
• Compliance with decision-making procedures
• Updates to legal or regulatory requirements

Annual Assessment

Each year, NSEMM conducts a comprehensive review examining:

• Overall effectiveness of conflict management
• Pattern analysis of declared conflicts
• Compliance with legal requirements
• Stakeholder feedback on transparency
• Benchmarking against sector best practice
• Training needs assessment
• Policy updates required

External Review

Every three years, NSEMM arranges independent review of:

• Conflict management procedures
• Legal compliance assessment
• Best practice comparison
• Recommendations for improvement
• Stakeholder confidence assessment

Non-Compliance Procedures

Investigation Process

When potential non-compliance is identified:

Initial Assessment:

• Gather facts about the situation
• Determine severity and impact
• Identify parties involved
• Consider immediate actions required

Formal Investigation:

• Independent investigator appointed
• All relevant evidence collected
• Interviews with involved parties
• Legal advice sought if necessary
• Written report with recommendations

Resolution:

• Appropriate sanctions determined
• Remedial actions implemented
• Monitoring arrangements established
• Learning points identified and shared

Sanctions

Depending on severity, sanctions may include:

• Additional training requirements
• Enhanced monitoring arrangements
• Temporary suspension from decision-making
• Removal from specific roles or committees
• Termination of trustee position
• Legal action where appropriate

Related Policies

This policy should be read alongside:

• NSEMM Constitution and Articles
• Trustee Code of Conduct
• Financial Management Policy
• Procurement and Purchasing Policy
• Employment Policies
• Safeguarding Policy

Contact and Reporting

For conflict declarations or concerns:

• Email: [email protected]
• Post: Chair of Trustees, NSEMM, Suite 74, Sneinton Market Unit 6 Gedling Street, Nottingham, NG1 1DS

For independent advice:

• Charity Commission: 0300 066 9197
• Legal advice: Available through trustee indemnity insurance

This policy will be reviewed annually and updated as necessary to reflect changes in law, regulation, and best practice. All trustees and senior staff will be notified of any updates and required to acknowledge their understanding of revised procedures.