Railyard Wiki

To clarify for directors their ethical responsibilities.

1. Directors must abide by the principles set out in the Ethical Conduct Agreement.
2. Directors must sign the Ethical Conduct Agreement form each year.

1. A Director will act honestly, in good faith and in the best interests of the Co-op. In so doing the Director will use the care, diligence and skill that any reasonably prudent person would use in a similar situation.
2. A Director will observe and comply, in order of precedence, with:
   1. the Cooperative Association Act and other relevant laws;
   2. the Co-op’s Memorandum of Association, Rules and Occupancy Agreement;
   3. policies adopted and approved by the Co-op; and,
   4. decisions taken by resolution of the Board or members.
3. A Director will publicly support the policies and positions of the Board of Directors.
4. A Director will:
   1. put the interests of the Co-op and the Board of Directors ahead of the Director’s personal interests;
   2. avoid conflicts of interest; and,
   3. declare in writing any possible conflicts of interest that a Director has, or may have, in connection with any co-op contract, business or proposed business as soon as it occurs.
5. A Director will comply with policies and procedures adopted by the Co-op in respect of the Personal Information Protection Act of British Columbia.
6. A Director will keep confidential all:
7. financial information and sensitive personal information about members, applicants, former members, residents and employees of the Co-op;
8. information about co-op business which should be kept confidential to protect the Co-op; and,
9. information a Director learns about matters specifically determined by board resolution to be matters of confidence.
10. Where a Director is uncertain in determining whether something is a matter of confidence, the Director will seek direction by way of a resolution of the Board of Directors.
11. A Director will not disclose any confidential information that the Director comes to learn through his or her position with the Co-op unless authorized by the Board of the Co-op. This applies while a Director acts a director or member of the Co-op as well as after a Director leaves the Co-op.