It is the policy of the Connecticut Humane Society (hereinafter the “Society”) that its voting directors (excludes Emeritus Directors), officers and employees maintain the highest moral and ethical standards and avoid conflicts of interests in conducting their business activities. This Statement of Policy on Conflicts of Interests is designed to provide guidelines to help us recognize real or potential conflicts of interests which may arise in the course of our dealings with others.

Each of us, whether as director, officer or employee of the Society (which for this purpose includes all branches of the Society), owes a duty to the Society:

a) to avoid engaging in any activity which is or could be detrimental to the interests of the Society;

b) to ensure that our activities do not adversely reflect on the Society in any way nor interfere with the proper and efficient discharge of our duties;

c) to refrain from placing ourselves in a position that might result in a conflict between our self-interest and the interest of the Society, particularly with respect to any outside business activities;

d) to refrain from using our position for private or personal gain; and

e) to make reasonable action to ensure that our business activities on behalf of the Society are in compliance with all applicable laws and regulations as well as Society policies.

The following should serve as guidelines for our business activities as directors, officers and employees of the Society.

  1. Each of us must avoid putting ourselves in a position where we can influence decisions made by the Society in matters in which we may have personal interest or in which we may have been influenced by favors or benefits which a supplier, contractor, securities firm, customer or other business acquaintance might make to us. To this end, the acceptance of any gifts, other than advertising specialties and similar items of nominal value, or excessive entertainment is prohibited.
  2. Each of us must avoid using any information coming to our personal knowledge by virtue of our directorship or employment with the Society for our own personal gain.
  3. Each of us should not use information which is not publicly known which we receive in the course of our employment to invest in the business of suppliers, contractors or customers, to speculate in real estate or corporate securities for our own personal gain, nor should we divulge such information to persons outside of the Society who could use such information for personal gain.
  4. Each of us should refrain from entering into any type of contract or other arrangement with any entity which to our knowledge competes directly or which does business with the Society, if such contract or arrangement may result in our business decisions being influenced by the consideration of personal interests.
  5. Except with the prior knowledge of the President or in the case of the President, the Board of Directors, each of us and the members of our immediate families, should avoid having financial interests from which we (or members of our immediate family) may profit, directly or indirectly, in any business which is a competitor of the Society. In the case of contractual or fee transactions where any one of us stands to obtain a financial benefit, generally speaking, no such transaction shall be approved without the Board having obtained and reviewed at least two competitive bids for each such transaction. The purpose of such competitive bids is to assist the Board of Directors in determining, in its sole judgment, which bidder is best qualified to perform the work based on experience, qualifications, cost and other relevant factors. This does not preclude investing in securities of public corporations where the amount owned does not represent a significant portion of the outstanding stock of the corporation.
  6. Each of us should avoid participating in any outside activity which may result in legal liability to the Society without the prior consent of the President of the Society.
  7. While the Society encourages involvement in external activities, each of us should refrain from participating as a representative of the Society to any group or organization without requesting the prior consent of the President and without reporting such activity to the Society.
  8. While the Society does not prohibit outside business activities by its officers or employees, such outside business activities should not give rise to potential liability to the Society nor compromise any officer or employee with respect to decisions made on behalf of the Society or commitments of time to the business to be performed on behalf of the Society.
  9. Employees, Directors and Officers of the Society are encouraged to report to the President good faith and credible information about any financial impropriety, an illegal practice or engaging in unethical conduct which creates, or appears to create, a conflict of interest with the Society. This would include, but not limited to, engaging in abusive or intimidating behavior or any other conduct contrary to the Society mission. The Society will investigate the complaint through the Audit Committee to the Connecticut Humane Society Board of Directors and shall take appropriate action upon conclusion of the investigation. The Society will use its best efforts to protect an employee who makes a good faith and credible report of financial impropriety, illegal practice or unethical conduct from retaliatory actions.
  10. Should any director, officer or employee have any questions concerning any possible conflict which now exists or may possibly come into existence in the future, they should discuss it with the President.