Conflicts of Interest: Directors and Societies (1995)

Currently, a director of a society may enter into a transaction with the society so long as the director’s interest is disclosed and the transaction is approved by the other directors. The rules permit a director to profit personally from the connection with the society. Many people have doubted the appropriateness of such a result and the effectiveness of the existing conflict of interest rules, particularly when the society is funded by what is, in substance, public money.

This project was referred to the Law Reform Commission (“Commission”) by the Honourable E.N. (Ted) Hughes, Commissioner of Conflicts of Interest in 1993 with the goal of reviewing whether the general rules that govern conflicts of interest in relation to societies and their officers continue to meet public expectations.

Keywords: conflict of interest; non-profit; association; society; director; obligation; duty; fiduciary; transaction; acceptable; authorized; remuneration; unauthorized; profit; benefit; rule; guideline; personal; liability; public; fund; subsidy; volunteer; associate; insider; relative; company; self-dealing; exception; safeguard