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Directors must avoid situations where a conflict of interest could arise.

Conflicts of interest can arise where a Director has an involvement with another company or similar which might benefit from information or assets controlled by the Company of which they are a Director.

Conflicts of interest can also arise where a Director might benefit from a decision by the Company, or where the Director could reasonably be presumed to benefit (financially or otherwise), for example where a family member or a business associate could benefit.

Conflicts should be declared immediately by a Director. The Chair and the other non-conflicted Directors can then decide how to proceed. They may conclude that the conflict can be avoided and no further action needs to be taken because the declaration is sufficient reassurance that Directors will be aware of and take into account the conflict, or they may ask the Director not to participate in decision making (or even in meetings) where the conflict arises.

Not declaring conflicts can lead to very significant difficulties for the Company and for the Directors concerned, even where no actual benefit has been enjoyed.

Declaring an interest protects the Company and the Director.