Board policy manual & workplace conduct - Kingston General Hospital

SUBJECT:Policy # V-2Conflict of InterestPage 3 of 3(iv)if an individual who is interested in a matter, contract or transaction laterbecomes a director, at the first meeting after the individual becomes a director.(e)(f)(g)(h)(i)If a material matter, material contract or material transaction, whether entered into orproposed, is one that, in the ordinary course of the Corporation’s activities, would notrequire approval by the Directors, a Director/non-Director member shall, immediatelyafter they become aware of the matter, contract or transactions, disclose in writing to theCorporation, or request to have entered in the minutes of meeting of Directors orCommittee, the nature and extent of their interest.For the purposes of this section, a general notice given to the Directors by aDirector/non-Director member pursuant to the requirement of paragraph 5.06(b) shall bedeemed to be a sufficient declaration of interest in respect of the matter, contract ortransaction provided it is given at a meeting of the Directors/Committee or the contentsof the notice are disclosed and read at the next meeting of the Directors/Committee afterit is given.A Director/non-Director member who has declared an interest in a proposed matter,contract or transaction or a matter, contract or transaction and who has otherwisecomplied with paragraphs (a) or (b) hereof, shall not be accountable to the Hospital or itscreditors for any profit resulting from such matter, contract or transaction. The matter,contract or transaction will not be voidable by reason only of the Director/non-Directormember belonging to the Board of Directors or of the fiduciary relationship establishedthereby.Every disclosure of interest under paragraphs (a) and (b) hereof shall be recorded in theminutes of the meeting of the Board of Directors/Committee by the Secretary of theBoard.The failure of a Director/non-Director member to comply with paragraphs (a) or (b)hereof does not itself invalidate any matter, contract or transaction or the proceedings inrespect of any proposed matter, contract or transaction mentioned in paragraphs (a) or(b), but the matter, contract or transaction, or the proceedings in respect of anyproposed matter, contract or transaction are voidable at the instance of the Hospital.