Trustees bring valuable expertise to the board, often because of their professional roles, business ownership, or community connections. Those same connections can occasionally create situations where a trustee’s personal or financial interests overlap with the school’s interests. A conflict of interest policy does not assume bad intent. It simply gives the board a consistent, transparent way to identify potential conflicts before they affect a decision, and to handle them in a way that protects both the school and the trustee.
What the Policy Accomplishes
- Protects individual trustees. A disclosed and properly managed conflict shields the trustee from later claims of self-dealing or breach of fiduciary duty.
- Builds trust with the community. Parents, donors, and faculty are more confident in board decisions when they know a transparent process exists for surfacing and managing potential conflicts.
- Creates a consistent standard. Rather than deciding case by case whether a situation feels like a conflict, the board applies the same disclosure and recusal process every time.
- Supports good governance. A board that manages conflicts of interest well tends to apply the same rigor and transparency to other governance responsibilities.
Common Situations the Policy Should Address
- A trustee’s business, or a business owned by a trustee’s family member, provides goods or services to the school
- A trustee sits on the board of another organization that competes with the school for students, donors, or resources
- A trustee’s family member is employed by, or being considered for employment by, the school
- A trustee stands to benefit personally from a real estate, financing, or contractual decision before the board
- A trustee has access to confidential information that could benefit a personal or business interest
These policies are provided as a collective sample to SAIS schools. They reflect policies from independent schools around the country and are often presented together as provided below. Schools can also use portions of this combination as appropriate. SAIS schools should take the time to ensure that any policies ultimately implemented by the school reflects the practices and procedures that are appropriate for the individual institution and complies with state law.