Policy 212—Community College of Philadelphia Conflict of Interest Policy

Effective:  April 9, 1985
Revised: January 5, 2023
Approved By:  Board of Trustees
Policyholder:  General Counsel

A. Purpose

Trustees, Officers, and employees of Community College of Philadelphia serve the public and have a duty to fulfill their responsibilities with care and loyalty, and in accordance with ethical and legal standards. Trustees, Officers, and employees have a duty to ensure that their decisions and transactions on behalf of the College are made in good faith, with integrity, and in the best interests of the College; and to use their positions and resources at the College to advance the public interest rather than their own private interests. 

Conflicts of interest may make it difficult or impossible for Trustees, Officers, and employees to act in the College’s best interests and/or may cause the appearance of impropriety. As such, Trustees, Officers, and employees should avoid conflicts of interest as much as possible. When Trustees, Officers, or employees have a conflict of interest, the conflict must be disclosed and managed or resolved in accordance with this policy. This policy defines conflicts of interest and sets forth the requirements for reporting and managing conflicts of interest. This policy is meant to supplement and not replace the Board of Trustees Conflict of Interest Policy as well as any applicable laws, rules or regulations governing conflicts of interest.

B. Scope

This Policy applies to all Trustees, Officers, and employees of the College.

C. Definitions

Confidential Information. Any non-public information about the College, including without limitation, any information about the College’s finances, business plans, students, faculty, employees, and/or trustees.

Conflict of Interest. A conflict of interest exists when a Covered Individual’s direct or indirect personal, financial, professional or other interests compromise, or have the appearance of compromising, their professional obligations or duties to the College. A conflict of interest exists when a Covered Individual, a Covered Individual’s Family Member, or a Related Party benefits or appears to benefit personally from a decision or transaction made in the Covered Individual’s official capacity.  Examples of conflicts of interest include, without limitation:

• An agreement or transaction between the College and a Covered Individual; a Covered Individual’s Family Member; or a Related Party.
• An agreement or transaction in which a Covered Individual; their Family Member; or a Related Party has an interest adverse to the College.
• Involvement by a Covered Individual in promoting, negotiating, or entering an agreement or transaction on behalf of the College with the Covered Individual; the Covered Individual’s Family Member; or a Related Party.
• A Covered Individual accepting a personal gift, privilege, or thing of greater than de minimus value in any form from any person (including students or persons acting for or on behalf of students) or entity having or seeking to have any business, association, or relationship with the College, which is not otherwise available to the general public. De minimus value for purposes of gifts is defined as a value of $250 or less per fiscal year.   
• A Covered Individual disclosing or using the College’s Confidential Information for personal gain or to benefit any party other than the College.
• A Covered Individual’s outside employment or business arrangement which prevents or limits the Covered Individual’s ability to perform their duties to the College.
• A transaction defined as a conflict of interest by: a) the Board of Trustee’s Conflict of Interest Policy; b) any disclosure form required to be completed by the President, Cabinet or the Board of Trustees; c) any governing body with authority over the College; d) any law, rule, regulation, professional or ethical standard applicable to the College; or e) the College’s external or internal auditor.  

Covered Individual. A member of the College’s Board of Trustees, or an Officer or employee of the College.     

Family Member. A Covered Individual’s spouse, child, stepchild, domestic partner, sibling, stepsibling, halfsibling, parent, stepparent, guardian, grandparent, grandchild, niece, nephew, aunt, uncle, or cousin; any person related to the Covered Individual by marriage or domestic partnership (i.e., in-laws); any person who the Covered Individual claims as a dependent or any person who claims the Covered Individual as a dependent on federal or state income taxes; or any person living in the Covered Individual’s household. 

Officer. An Elected or Non-Elected Officer of the College’s Board of Trustees as set forth in Article IV of the Bylaws of the Community College of Philadelphia, which includes the Board’s Chairperson, Vice Chairperson(s), Secretary, President and Treasurer.

Related Party. Any business, venture, or other entity in which a Covered Individual or their Family Member is an officer, director, or partner; or in which the Covered Individual or their Family Member has a financial, ownership, or controlling interest of 5% or more. 

D. Prohibited Conduct Related to Conflicts of Interest 

The following conduct is prohibited under this policy:

1. A Covered Individual may not participate in any decision, agreement, or transaction on behalf of the College (i.e., the Covered Individual may not vote upon, negotiate, approve, ratify, execute any agreement or transaction) in which their independent judgment or loyalty to the College is or might appear to be impaired or subject to question by reason of an actual or potential Conflict of Interest, regardless of the amount of the transaction or agreement.    
2. The College may not enter into any agreement or transaction with a Covered Individual, a Covered Individual’s Family Member, or a Related Party (other than a contract for the Covered Individual’s employment with the College) unless:
   1. the Conflict of Interest has been fully disclosed and approved pursuant to this policy;
   2. the Covered Individual has recused themselves in accordance with section D(1) above;
   3. the agreement or transaction is determined to be fair to the College; and
   4. if the transaction or agreement is valued at $5,000 or more, it has been awarded through an open, public, and competitive process consistent with Policy #201, Open Market Purchasing.  
3. A Covered Individual may not accept a personal gift, privilege, or thing of greater than de minimus value in any form from any person (including students or persons acting for or on behalf of students) or entity having or seeking to have any business, association, or relationship with the College which is not otherwise available to the general public. De minimus value for purposes of gifts is defined as a value of $250 or less per fiscal year.
4. A Covered Individual may not have supervisory or decision-making authority related to a Family Member’s or Related Party’s employment or contract with the College.
5. A Covered Individual may not use or disclose the College’s Confidential Information for the benefit of themselves or a third party.
6. A Covered Individual may not participate in an outside engagement or employment which prevents or interferes with their ability to fulfill their duties to the College.

E. Disclosure of Conflicts of Interest

Prior to making any decision or entering into any agreement where a Conflict of Interest may exist, Covered Individuals must disclose any actual or potential Conflict of Interest to the College in a timely manner. Questions as to whether a potential Conflict of Interest needs to be reported should be resolved in favor of disclosure. 

Employees must disclose any actual or potential Conflicts of Interest in writing to the Vice President or Cabinet member responsible for their Division and the President.

Trustees and Officers (excluding the President) must disclose any actual or potential Conflicts of Interest annually in writing to the President, in accordance with the Board of Trustees Conflicts of Interests Policy. Trustees and Officers must also disclose any actual or potential Conflicts of Interest to the Board of Trustees Chair as they arise and when the matter comes up for action by the Board, in accordance with the Board of Trustees Conflict of Interest Policy.

The President must annually disclose any Conflicts of Interest to the College’s Treasurer and the Chair of the Board of Trustees. The President must also disclose any other Conflicts of Interests as they arise to the Treasurer and the Chair of the Board of Trustees.

The Cabinet must annually disclose any actual or potential Conflicts of Interest in writing to the President and the Board Chair. The Cabinet must also disclose any other actual or potential Conflicts of Interest as they arise to the President and the Board Chair. 

Trustees, Officers, the President and the Cabinet will also be required to make annual conflict disclosures to the College’s external auditor each year.

F. Reviewing, Managing, and Preventing Conflicts of Interest 

Once disclosed or otherwise discovered, Conflicts of Interests must be reviewed to determine: a) what, if any, conditions or restrictions should be imposed in order to manage, reduce, or resolve the conflict, or alternatively; b) if the transaction, agreement or decision at issue cannot go forward because the Conflict of Interest cannot be effectively managed or resolved, or constitutes Prohibited Conduct as set forth in Section D of this policy. 

Conflicts of Interest reported by employees with a conflict or otherwise discovered by an employee shall be reviewed jointly by the employee’s Vice President and the President. Conflicts of interest reported by the Cabinet shall be reviewed jointly by the President and the Board of Trustees. Conflicts of Interest reported by the President shall be reviewed by the Board of Trustees. Conflicts of Interest reported by Trustees or Officers shall be reviewed by the Board of Trustees in accordance with the Board of Trustees Conflict of Interest Policy. 

If a decision, transaction or agreement involving a Conflict of Interest is approved to move forward, appropriate restrictions must be put in place to manage or resolve the conflict in the best interests of the College and to avoid the Prohibited Conduct set forth in Section D of this policy.