Conflict of interest policy for not-for-profit boards and members

The difficulty is often operational rather than theoretical. People may know they should act properly, but still be unsure what counts as a conflict, when it must be declared, who records it, or whether the person can stay in the meeting and vote. In a charity, association or social enterprise, issues can come up through family links, supplier relationships, paid roles, grant connections or overlapping trustee positions. A written policy helps create a consistent process for disclosure, recording and decision-making when those situations arise.

It will usually explain what counts as an actual, potential or perceived conflict, who must disclose interests, when disclosures should be made, and how those interests are recorded. It may also cover meeting procedures, whether a conflicted person can take part in discussion, whether they should vote, and what should be noted in minutes or in an interests register. Some organisations also need wording for staff, volunteers, subcommittees or connected persons. The exact content depends on your governing documents and how authority is exercised in practice.

Important details include whether you are a charity, association or social enterprise, whether you have members as well as trustees or directors, how decisions are approved, and which conflict scenarios are most likely to arise. For example, a grant-funded body with related-party suppliers may need different wording from a volunteer-run club with a small committee. Useful drafting usually starts with the real working model, then turns that into clear obligations and risk settings. This service Your lawyer will explain the practical position and your options in plain English.

Sometimes a template helps identify the main headings, but it may not fit your constitution, meeting practice or delegation structure. Problems often appear when the policy says one thing while the organisation actually makes decisions another way. That mismatch can make the policy harder to follow and less useful when a sensitive issue arises. A drafted policy is usually more effective where it reflects your real governance setup, including who makes disclosures, who keeps the register, and what steps follow when a conflict is identified.

No. This service is aimed at the policy document and the legal drafting input connected with that document. It does not cover regulator filings, representation in a dispute, or ongoing governance management after the policy is completed. If your organisation is already dealing with a challenged decision, a regulator query or a broader governance restructure, that usually requires separate advice. We can discuss that additional work if needed, but the fixed-fee here is for the conflict of interest policy and the included revision round.

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