POLICY – CONFLICT OF INTEREST POLICY

I. CONFLICT OF INTEREST POLICY:

The purpose of the Conflict of Interest Policy shall be to protect the interests of APDT when it is preparing to enter into a transaction, arrangement or other relationship that could potentially benefit the private interest of an APDT Employee, Contract Worker, Officer, Director, or Committee/Task Force Chair (APDT Personnel).

II. PROCEDURES:

A. APDT Employees, Contract Workers and others who receive financial remuneration for work performed by APDT may not serve on the Board of Directors of the APDT or serve on any Committee or Task Force as a voting member.

B. APDT Personnel should avoid placing themselves in a situation where their personal interest (financial gain or personal promotion) may, or appears to, conflict with the best interest of APDT.

C. APDT Personnel must not engage in personal activities which would injure or take advantage of APDT.

D. APDT Personnel may not use their position of trust and confidence to further their private interests.

E. A person is a related person for conflict of interest purposes if he or she is the immediate relative of an APDT Personnel; an individual having the same home as an APDT Personnel; or a trust or estate of which an individual specified above is a substantial beneficiary.

F. The APDT Board of Directors reserves the right to determine when APDT Personnel activities represent a conflict with APDT’s interests and to take action necessary to resolve the situation. Examples of potential conflict of interest situations are (this is not an all-inclusive list):

• Any sale, lease or exchange of property to or from APDT and APDT Personnel
• The lending or borrowing of money to or from APDT to APDT Personnel or a related person.
• Any ownership interest in any entity which is a key supplier of capital, labor, goods or services to APDT.
• Any business or personal relationship with any entity or organization which is a competitor of APDT.
• Any activity of any type which prevents the ability of the APDT Personnel from devoting appropriate time and attention to his/her responsibilities with APDT.
• Any realization of secret profits or unfair gain through personal transactions with or on behalf of APDT.
• Any usurping of an APDT business opportunity.
• Any realization of personal gain from the use of material, nonpublic information.
•  Accepting gifts (anything with a value greater than $25, except meals) from an entity doing business with APDT, without the authorization of the APDT Board of Directors. All gifts must be disclosed to the Board.
• Participating in civic or professional organization activities in a manner whereby confidential corporate information is divulged.
• Misusing privileged information or revealing confidential information to outsiders.

G. APDT Personnel must disclose all real or potential conflicts and relevant business or personal relationships, in writing, to the APDT President and Executive Director annually and before any action is taken on any matter where a potential conflict may exist.

• Such disclosure must include the existence and nature of the conflicting interest, as well as all facts known to the APDT Personnel, respecting the subject matter of the transaction that an ordinarily prudent person would reasonably believe to be material to a judgment about whether or not to precede with the transaction.
• Where a conflict or potential conflict is identified, the interested APDT Personnel should not participate in any manner in the decision making process.
• The APDT President and Executive Director shall maintain records which shall contain a summary of disclosures made by the interested APDT Personnel, any actions taken by APDT relating to the matter, and any measures taken to remove the interested APDT Personnel from the decision making process about the matter.

H. If APDT has reasonable cause to believe that an APDT Personnel has failed to disclose actual or possible conflicts of interest; it shall inform the APDT Personnel of the basis for such belief and afford the APDT Personnel an opportunity to explain the alleged failure to disclose. If after hearing the response of the APDT Personnel and making such further investigation as may be indicated in the circumstances, APDT determines that the APDT Personnel has in fact failed to disclose an actual or possible conflict or interest, it shall take appropriate corrective action.

I. Directors who are running for election must abstain from voting on any election related issue that comes before the Board of Directors.

J. Each APDT Personnel shall review and sign a statement which affirms that the APDT Personnel:

• Has received a copy of the Conflict of Interest Policy
• Has read and understands the policy, and
• Has agreed to comply with the policy.

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