Your directors or officers and the people working for your organization must avoid any situation that could result in a conflict of interest, or the appearance of a conflict of interest. A conflict of interest occurs when your business, or you personally, gain as a result of your duties with the society or co-operative.

Directors and officers are not allowed to receive any compensation in the form of a salary, grant or honorarium for these duties. No part of the rent/housing charge revenue or federal/provincial funding you receive can be used to provide any benefit or payment to a director, officer or member, without written approval from BC Housing. An exception is made for reasonable wages for employees who are also members of the organization, but do not sit on the Board.

Directors or officers’ business or personal interests are in conflict when you, or someone who is a “related person,” directly or indirectly receives, or may receive, a benefit that is in addition to any reimbursement for reasonable expenses you incur as a director or officer. The term, related person, means someone with a family connection or business association with a director or officer such that:

A transaction between the housing provider and the related person would confer a benefit on the director or officer, or
The relationship might affect, or appear to affect, the director or officer’s ability to act impartially on behalf of the housing provider.

As a director or officer, you would have an actual or potential conflict of interest in the following situations:

1) When a person or business (called a contractor):

Performs duties or provides services to BC Housing or the housing provider, in connection with a development, and you or a related person:
Sells, leases or assists with the sale or lease of real estate or personal property to BC Housing or a housing provider, or

a) Is the contractor.
b) Is a director, officer or senior manager with the contractor.
c) Is a shareholder of the contractor, or has the right to become a shareholder.
d) Is a partner with the contractor, or has the right to become a partner.
e) Holds or has the right to acquire, or has an interest in or the right to acquire an interest in, any stock, bond, debenture or security of, or granted by, the contractor.
f) Has any business, financial, personal or familial relationship with a director, officer or senior manager of the contractor.

2) When you or a related person engages in any personal business transaction or private arrangement for personal profit that arises from your position as a director or officer. This situation includes access to confidential information through your position with the society or co-operative.

3) When you or a related person owns or has the right to acquire real estate or personal property in which BC Housing or the housing provider will acquire an interest for a development.

These conditions also apply to every person or business that performs duties for a housing provider.
Refer to page 21 in chapter two of the Governance Guide for more information on conflict of interest.

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