Developing a Code of Ethics: Let Your Values Guide You
By Outi Flynn
Mary is strongly advocating a change in the board policy on board compensation. She feels that officers should be compensated. She does not mention to the board that she plans to run for the chair position after Michael’s term is over.
Peter is an aggressive marketing director of a land trust. He honed his skills in his previous job at a major commercial enterprise. He believes in glossy brochures that reflect the professionalism of the organization and uses direct marketing to its fullest. Saving trees is a worthy goal for him, but not if it entails compromising his brochures’ marketing results.
Larry is the executive director of an organization delivering food to the elderly. During the summer, he often makes deliveries himself and usually takes the van home for the weekend to drive his family to the beach.
Stacey serves on a foundation board that provides grants for local social service organizations. Stacey’s best friend, Val, is the development director in a homeless shelter. Stacey helps Val write a winning grant application that beats all the competitors.
These examples tell stories of active, committed individuals who are interested in their organizations’ futures and who are hands-on representatives of their organizations’ missions. In these examples, Mary, Peter, Larry, and Stacey did nothing illegal. But did they act in an ethical manner?
Being proactive
Unethical behavior in not-for-profit — particularly charitable — organizations often gets the limelight in the press. Furthermore, publicity on scandals often tends to broaden the unacceptable behaviors of a few to include the not-for-profit sector as a whole.
Proactively creating codes of ethics that are based on the core values of an organization, is the starting point in defining the expected norms for everyone involved with the organization. While a values statement guides the organization in a strategic, fundamental way, codes of ethics shape the actions, behaviors, and decision making of an organization in a more explicit way. Although a code of ethics by itself cannot prevent wrongdoing, it conveys a strong message both internally and externally about the culture and work of the organization.
Key Elements of a Code of Ethics
A code of ethics establishes standards of integrity and accountability that serve as an overarching statement for other policies. This statement should outline the process and/or mechanism for implementing the defined culture and values within the organization from top to bottom. To complement a code of ethics — if not already included in the code itself — the board should also create specific policies for particular issues, such as confidentiality, conflicts of interest, and nepotism.
To bring your code of ethics down to earth, make it relevant and universal. Define what ethical behavior means for your organization and clarify accepted professional standards. During orientation or training, use real-world examples of unacceptable behavior. This will guide both board members and staff as they confront different situations vis-à-vis the organization, its constituents, and the community at large.
In your code of ethics, address the following issues:
- Compliance with all legal regulations.
- Fair treatment of all peers, customers, clients, and vendors.
- Respect for all cultures and opinions.
- Misuse of organizational assets for personal gain.
- Proper care of the organization’s property and assets.
Once the code is established, it should be posted on your organization’s Web site, used during employee and board orientation, applied when making difficult or contradictory choices, and reviewed periodically by the staff and board for possible revision. In this way, the language of the code will continue to serve the expectations and needs of the organization.
Other Related Statements and Policies
Values Statement
Values are what click with people when they read the organization’s materials or experience the programs and services. Like a mission statement, a values statement is not a policy, yet it serves as a guide for the organization’s staff, board, and volunteers who deliver services to the community. It sets the standard for all aspects of the organization’s programs and operations, from workplace environment and donor relations to client services and vendor relations.
An all-inclusive theme can serve as a helpful starting point for articulating the organization’s values. For example, a school for children with learning difficulties might specify a strong belief that “Having a language-based learning disability does not predict academic failure.” And, a cancer support group might begin with “People are not defined by their disease.”
Organizations that have created values statements tend to say that the identification process alone is valuable. If the board and entire staff have an opportunity to help identify relevant values, it is much easier to ensure that these values actually have an impact. As with any policies and statements, ownership is assumed by people who have a say in the development of their own values.
Conflict-of-Interest Policy
One of the key ethical dilemmas a not-for-profit must address is conflicts of interest, a widely misunderstood issue. A conflict of interest exists when a board member or employee has a personal interest that may influence him or her when making a decision for the organization. Often, conflicts of interest are associated with doing something “illegal.” However, it may be comforting to know that conflicts of interest are common and often involve active, engaged individuals such as board members who are leaders in their communities. What is not appropriate is to ignore them. Conflicts of interests must be identified, disclosed, and managed. While the law focuses primarily on financial interests and provides some guidelines, not-for-profit organizations contend with a variety of real, potential, and perceived conflicts of interest, some of which may be detrimental to the organization.
Every organization needs a conflict-of-interest policy. In addition to explaining what constitutes a conflict of interest and who is implied, this policy should outline the process of dealing with it. This process, at a minimum, should address disclosure and recusal. It also often includes the expectation for a board member with a conflict to leave the room for a related discussion and vote and, in extreme situations, to resign. The policy should also clarify the consequences for violating the policy, which may include dismissal.
Confidentiality Policy
Not-for-profit organizations often deal with sensitive information about clients, donors, employees, and volunteers. Confidentiality policies are important to an organization’s credibility and reputation, and both board and staff should understand their responsibilities in this area.
For some not-for-profits, because of their service area (e.g., domestic violence) and/or organizational complexity (e.g., hospitals), it is more efficient to proactively categorize certain documents and information as confidential. For other organizations, the board may, in briefing packets and during meetings, identify specific items that are confidential, thereby reminding board members of their commitment to confidentiality. Taken further, the board may vote on whether certain sensitive issues and/or discussions are confidential in nature.
Nepotism Policy
Nepotism is an ethical issue involving favoritism shown to relatives or friends; or more specifically, to the employment of relatives and the supervision of one relative by another. Usually nepotism refers to employment practices, but it also has board implications. Having family members or spouses reporting to each other or serving on the same board raises questions concerning accountability, conflicts of interest, and independent mindedness.
Nepotism policies should include the organization’s definition of nepotism, specify who is a relative, and clarify what the prohibited employment relationships are.
Whistleblower Policy
It is unacceptable for any organization to retaliate against a whistleblower who reports illegal or unacceptable activity. The best way to address whistleblower issues is to establish a confidential process for reporting them. Individuals who witness any kind of unsuitable behavior must feel free to speak out. Not-for-profit leaders — board and senior management together — should take complaints seriously, undertake an investigation, and rectify the situation.
In practice, it is difficult to separate the prohibition against retaliation from the reporting process. Most whistleblower policies address both. This policy functions as an extension of a code of ethics. In developing the policy and the process, consider its relationship to these other policies. The whistleblower policy should state, unequivocally, that fraudulent actions or other improprieties are not tolerated and that retaliation against those who report potential misconduct is also not tolerated. To ensure clarity, provide definitions that range anywhere from identifying what allegations are governed by the policy to what constitutes retaliation. The policy should also outline a clear and consistent practice for reporting alleged violations. This process should be explicit about how and to whom complaints are submitted.
Codes of ethics and affiliated policies serve both as guidelines and standards when addressing controversial and difficult issues. Not all questionable behavior is intentional but at times even a perception of misconduct or indiscretion can be damaging to the reputation of the organization. If the right tone is set and followed at the leadership level, it, under most circumstances, penetrates through the ranks of the organization.
About BoardSource
Outi Flynn is Director, Knowledge Center, BoardSource, the premiere voice of not-for-profit governance, which is dedicated to increasing the effectiveness of not-for-profit organizations by strengthening their boards of directors. Its highly acclaimed programs and services mobilize boards so that organizations fulfill their missions, achieve their goals, increase their impact, and extend their influence. For more information, please visit www.boardsource.org, email mail@boardsource.org, or call 1-800-883-6262.
About Volunteer Vancouver
The mission of Volunteer Vancouver is to inspire & build leadership in the voluntary sector. This publication is intended to be a medium of communication and information for the many organizations active in the volunteer and not-for-profit sector. The opinions expressed herein are solely those of the writers and do not necessarily reflect official policy of the Board of Directors of Volunteer Vancouver.
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