[{"id":"7285470f-638a-42ba-bdbd-c803e75daf37","order":1,"text":"CONFLICT OF INTEREST AND RELATED PARTY TRANSACTIONS PACK","fontSize":"20","textAlign":"center","bold":true,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"90d58146-83f2-4836-b5e8-b4f4ae7860fe","order":2,"text":"Prepared to support compliance with Governance Standard 5 of the Australian Charities and Not-for-profits Commission Act 2012 (Cth) and the Australian Charities and Not-for-profits Commission Regulation 2022 (Cth)","fontSize":"12","textAlign":"center","bold":false,"underline":false,"marginBottom":"20","cflou":false,"active":true},{"id":"485ddaae-d322-4815-a9d9-a2c1607811d1","order":3,"text":"This Pack is adopted by [Charity name] (ABN [ABN]) (the "Charity") and applies to every Responsible Person of the Charity. It comprises a policy (Part A) and a set of supporting instruments: a register of interests (Part B), a disclosure declaration (Part C), a related party transactions register (Part D) and a meeting minute template (Part E).","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"79d1b36c-a772-4941-b4c3-ac742239000c","order":4,"text":"In this Pack, a reference to a "Responsible Person" has the meaning given to "responsible person" under the Australian Charities and Not-for-profits Commission Act 2012 (Cth) and includes each member of the Board and any other person who is responsible for governing the Charity or who is concerned in, or takes part in, the Charity's governance.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"20","cflou":false,"active":true},{"id":"499a77bf-98c5-42b0-a5dc-6209a9c7b7b1","order":5,"text":"PART A — CONFLICT OF INTEREST AND RELATED PARTY TRANSACTIONS POLICY","fontSize":"16","textAlign":"center","bold":true,"underline":false,"marginBottom":"16","cflou":false,"active":true,"marginTop":"10"},{"id":"f4ee8256-479c-4999-8f66-a6e27f95af46","order":6,"text":"1. PURPOSE AND SCOPE","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S01"},{"id":"d09ffd96-6ac5-45aa-a0c5-9f3cb759f6e4","order":7,"text":"This policy has been developed because conflicts of interest commonly arise and do not need to present a problem to the Charity if they are openly and effectively managed. Its purpose is to help each Responsible Person of the Charity to identify, disclose and manage any actual, potential or perceived conflict of interest, and any related party transaction, in order to protect the integrity, reputation and charitable purposes of the Charity, to safeguard its assets and to manage risk.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"2c2a07aa-ac1b-423f-a2be-830d799823d8","order":8,"text":"This policy applies to every Responsible Person of the Charity and, so far as the Board considers appropriate, to any committee member, member of senior management, employee, contractor, volunteer or agent of the Charity who is involved in, or who influences, decisions of the Charity.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"212e1bdd-f958-44bd-a44c-53347838fb89","order":9,"text":"This policy is to be read together with the Australian Charities and Not-for-profits Commission Governance Standards (in particular Governance Standard 5), the constitution of the Charity and any law that applies to the Charity or to its Responsible Persons. If there is any inconsistency between this policy and a law that applies to the Charity or the constitution of the Charity, that law or governing document prevails to the extent of the inconsistency, and the balance of this policy continues to apply.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"a2d6d931-ea40-43cb-8c5d-0d4cf16ab6ae","order":10,"text":"2. DEFINITIONS","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S02"},{"id":"0b87fbd3-7517-4056-a639-b777605f2957","order":11,"text":"In this policy, unless the context requires otherwise: "ACNC" means the Australian Charities and Not-for-profits Commission; "Governance Standards" means the governance standards in the Australian Charities and Not-for-profits Commission Regulation 2022 (Cth); and "register of interests" means the register maintained by the Charity under this policy in the form set out in Part B.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"590ec506-2008-4d7c-896e-794e89213320","order":12,"text":"A "conflict of interest" is a situation where the personal interests of a Responsible Person conflict, may conflict, or may be seen to conflict, with their duty to act in the best interests of the Charity. It includes a conflict of duty, being a situation where a duty owed by a Responsible Person to the Charity conflicts with a duty owed to another person or organisation.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"4acc6172-295a-4d44-8176-f884660bf177","order":13,"text":""Personal interests" are broader than a person's own direct interests and include the interests of that person's close family members and of any other person or organisation with which the person is connected, including through current or past employment, volunteering, office-holding, trusteeship, directorship, business ownership, partnership or membership.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"d964305b-90fd-49e4-87b7-09d20192a6f4","order":14,"text":"A "close family member" of a person means a family member who may be expected to influence, or be influenced by, that person in their dealings with the Charity, and includes that person's spouse or domestic partner, their children and the children of their spouse or domestic partner, and any dependant of the person or of their spouse or domestic partner.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"19e0ccac-151a-4a16-8854-f4e6f67a2156","order":15,"text":"A "related party" of the Charity means each Responsible Person of the Charity and each of their close family members, any member of the Charity's senior management and their close family members, and any entity that any of those persons controls, jointly controls or significantly influences. A person or entity "controls" or has "significant influence" over the Charity or another entity where they are able to govern, or to participate in and influence, its financial and operating decisions.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"fedd2ea8-9424-436b-93a3-e2626eefd192","order":16,"text":"A "related party transaction" is a transfer of resources, services or obligations between the Charity and a related party, whether or not a price is charged. An interest, conflict or transaction is "material" if, having regard to its size, nature and circumstances, it could, or could reasonably be seen to, influence a decision of the Charity or a Responsible Person, or affect a reasonable person's understanding of the Charity or its finances. Terms are "on arm's length terms" if they are no less favourable to the Charity than those that would reasonably be expected if the parties were dealing with each other at arm's length.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"dccbc844-c080-4989-8f51-400b3fac3307","order":17,"text":"3. DUTIES OF RESPONSIBLE PEOPLE","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S03"},{"id":"2e0c1bae-db85-45c7-83ad-dce6a5092409","order":18,"text":"Under Governance Standard 5, each Responsible Person of the Charity must act with reasonable care and diligence; act honestly and fairly in the best interests of the Charity and for its charitable purposes; not misuse their position as a Responsible Person; not misuse information they gain in that role; disclose any actual or perceived material conflict of interest; ensure that the financial affairs of the Charity are managed responsibly; and not allow the Charity to operate while it is insolvent.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"6e9c304c-c76a-4ff5-adec-1019e5a29523","order":19,"text":"Each Responsible Person must place the interests of the Charity above their own personal interests, and must not allow a personal interest, or the interest of an associated person or entity, to improperly influence, or to be seen to influence, the performance of their duties to the Charity.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"be416946-a92d-4bea-bd71-1f91b79213d2","order":20,"text":"These duties operate in addition to, and do not replace, any duty that a Responsible Person owes under the general law or under any other law that applies to the Charity or to the Responsible Person, including (as applicable to the Charity's legal form) the duties of directors and officers relating to conflicts of interest and material personal interests, and the duties of members of the committee of an incorporated association under the relevant State or Territory associations legislation. Each Responsible Person must comply with all of those duties.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"82dc936d-dee3-466a-abbd-9bd4435919ef","order":21,"text":"4. WHAT IS A CONFLICT OF INTEREST","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S04"},{"id":"973a49d1-26bc-4765-a6e7-20016672e96e","order":22,"text":"A conflict of interest may be actual, being a conflict that exists now; potential, being a conflict that may arise in the future; or perceived, being a situation that a reasonable person, properly informed, might consider could influence the Responsible Person in the performance of their duties, whether or not that is in fact the case. Each kind of conflict must be managed under this policy.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"9939d778-5eb2-4a3f-8f2d-709c242d8d4e","order":23,"text":"A conflict of interest includes a conflict of duty, which arises where a Responsible Person owes duties to the Charity and, at the same time, owes duties to another organisation or person, for example where the Responsible Person is also a Responsible Person or officer of another entity that deals, or proposes to deal, with the Charity, or that competes with the Charity for funding or resources.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"c2fc0d04-7f92-45b0-9880-a7b611ff2be1","order":24,"text":"In deciding whether an interest or conflict is material, a Responsible Person should apply the reasonable person test: whether a reasonable and properly informed member of the public would consider that the interest could influence the person in making a decision on behalf of the Charity. If in doubt, the Responsible Person must err on the side of caution and disclose the interest so that it can be assessed impartially by the other Responsible Persons.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"7ec28cc2-f2ee-4159-8fff-595fad80cdc2","order":25,"text":"5. RELATED PARTIES AND RELATED PARTY TRANSACTIONS","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S05"},{"id":"5f732165-5042-40d7-97ca-5c49105b20f7","order":26,"text":"A related party transaction includes the purchase, sale or supply of goods or services; the payment of fees to a related party for goods or services provided to the Charity; the payment of salary or wages to a close family member of a Responsible Person or of senior management; the making or receiving of a loan, grant, donation or guarantee; the lease, licence, transfer or significant use of the Charity's property or assets; an investment in a related party; the provision of goods or services by the Charity to a related party at a discount; and the employment or engagement of a related party. A transaction is a related party transaction whether or not any payment is made.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"2c1385db-e58c-4b3a-8b20-43f4aab48a5a","order":27,"text":"A related party transaction is not prohibited, but it must be entered into only where it is in the best interests of the Charity and consistent with its charitable purposes, is on arm's length terms, is properly authorised in accordance with this policy and the constitution of the Charity, and is disclosed and recorded in accordance with this policy. Any conflict of interest arising from a related party transaction must be managed under this Part, and the transaction must be recorded in the register of interests and, where applicable, in the related party transactions register, and reported as required by the Article entitled "External reporting".","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"1116ecb8-5ab8-4600-9a89-0edc67271510","order":28,"text":"6. GIFTS, BENEFITS AND HOSPITALITY","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S06"},{"id":"7f825d15-5077-499a-9e3c-839034fb5233","order":29,"text":"A Responsible Person must not seek or accept, directly or indirectly, any gift, benefit or hospitality that is, or could reasonably be seen to be, intended or likely to influence the person in the performance of their duties to the Charity, or that could compromise, or be seen to compromise, the integrity of the Charity. Modest gifts of nominal value, and ordinary and reasonable hospitality provided in the usual course of the Charity's activities, are generally acceptable.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"ce34e5f6-6e4b-4223-b75b-df2ef2243a6b","order":30,"text":"A Responsible Person who is offered or receives a gift, benefit or hospitality that is more than nominal, or that could give rise to an actual, potential or perceived conflict of interest, must disclose it in accordance with this policy so that it may be assessed and, where appropriate, recorded in the register of interests, declined, or dealt with as the Board directs.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"f5f25784-8f2d-43ff-85bf-3424d28f1087","order":31,"text":"7. IDENTIFICATION AND DISCLOSURE","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S07"},{"id":"7a8f4bd9-550e-4837-8b46-9abe307af3bd","order":32,"text":"Each Responsible Person must take reasonable steps to be aware of their personal interests and those of any person or entity connected with them, and to understand how those interests could influence, or be seen to influence, decisions made on behalf of the Charity. A Responsible Person must keep their disclosures up to date as their interests change over time.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"06908e36-2667-4077-ba7a-5b0a5939315c","order":33,"text":"Each Responsible Person must disclose any actual, potential or perceived material conflict of interest, and any related party transaction affecting them, as soon as they become aware of it. Disclosure must be made on appointment by completing a Disclosure Declaration in the form set out in Part C of this Pack; at least annually by completing an updated Disclosure Declaration; and as soon as a new or changed interest arises, whether at a meeting of the Board or in writing to the [Secretary] of the Charity.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"7712a1f2-422a-448c-8c6c-76aa1defe7dc","order":34,"text":"A disclosure may be a standing disclosure of an ongoing interest, which remains effective until it is withdrawn or updated, but the Responsible Person must still declare the interest at any meeting at which a matter to which it relates is considered. A disclosure must describe the nature and extent of the interest in enough detail to allow the Board to assess it. Once identified, an actual, potential or perceived conflict of interest, and any related party transaction, must be raised with the Board and entered in the register of interests.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"bde1af55-6107-46c3-91ec-640c12cb2e62","order":35,"text":"8. ASSESSING AND MANAGING A DISCLOSED CONFLICT","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S08"},{"id":"310ad117-2ec4-4c69-bf94-d59b78270691","order":36,"text":"When a conflict of interest is disclosed, the Board (excluding the Responsible Person who made the disclosure and any other conflicted person) must assess whether the conflict is material and decide how it is to be managed. In doing so, the Board must have regard to the nature and extent of the interest, the significance of the matter to the Charity, and the risk to the integrity of the decision and to the Charity's reputation.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"ead3adda-699d-4589-8806-e239cb5d9810","order":37,"text":"The Board may decide to manage the conflict by one or more of the following means: recording the interest in the register of interests and taking no further action where the conflict is not material; requiring the conflicted Responsible Person to be excluded from receiving confidential information or board papers relating to the matter; requiring the conflicted Responsible Person to withdraw from discussion of, and to abstain from voting on, the matter, and not to be counted in the quorum for that part of the meeting, in accordance with the Article entitled "Managing conflicts at meetings"; obtaining independent advice or an independent valuation; referring the decision to a subcommittee of non-conflicted Responsible Persons or, where appropriate, to the members of the Charity; or declining to proceed with the matter.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"0a99e7b9-02d4-4096-90a6-95db25c973a2","order":38,"text":"Where the person with a disclosed conflict is the person presiding at the meeting, that person must vacate the chair for the consideration of the matter, and the Board must appoint another Responsible Person who is not conflicted to preside for that part of the meeting. The assessment made by the Board, the way in which the conflict is to be managed, and the reasons for any decision to permit a conflicted Responsible Person to participate, must be recorded in the minutes and, where relevant, in the register of interests.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"4bf15aea-f852-4d5e-bf0c-1c6088e34651","order":39,"text":"9. MANAGING CONFLICTS AT MEETINGS","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S09"},{"id":"03b2a4b2-7a5d-4d83-b115-e24902a8cefd","order":40,"text":"Conflicts of interest are a standing item on the agenda of each meeting of the Board. At the beginning of each meeting, the person presiding must invite each Responsible Person present to declare any actual, potential or perceived material conflict of interest in a matter to be considered at that meeting.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"8bafdb91-e751-4721-98db-0b561bd01064","order":41,"text":"Where a Responsible Person has disclosed a material conflict of interest in a matter, then, unless the Board determines otherwise in accordance with this policy and the constitution of the Charity, that Responsible Person must not be present while the matter is discussed (except to answer questions from the Board), must not vote on the matter, and must not be counted in the quorum for that part of the meeting dealing with the matter.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"4e780371-d4b5-49fc-8ae3-e3247c6624c6","order":42,"text":"The Board (excluding the conflicted Responsible Person and any other conflicted person) may determine that a Responsible Person with a disclosed conflict may remain present, take part in discussion or vote, but only where the Board is satisfied that the conflict is not material, or that the person's participation is in the best interests of the Charity and will not prejudice the integrity of the decision. Any such determination, and the reasons for it, must be recorded in the minutes.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"1c9d9336-f5db-49a1-b98e-864ed7b848fa","order":43,"text":"The disclosure, the fact that the conflicted Responsible Person left the meeting (or the determination permitting them to remain), the abstention from voting and the exclusion from the quorum must be recorded in the minutes of the meeting. The minute template set out in Part E of this Pack may be used for this purpose.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"1073fe81-4207-4cd3-af41-359e9536ee3f","order":44,"text":"10. WHERE DISCLOSURE TO THE BOARD IS NOT POSSIBLE","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S10"},{"id":"9b42bc10-d24b-4842-b31e-88855c5409b6","order":45,"text":"A Responsible Person must ordinarily disclose a material conflict of interest to the other Responsible Persons of the Charity. Where the Charity has only one Responsible Person, or where every Responsible Person has the same conflict, disclosure to the other Responsible Persons is not possible or not sufficient.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"a8255779-ae71-4363-a12a-13f34f6acafa","order":46,"text":"In that case, the conflict must be disclosed to the members of the Charity, and the Board must consider whether the Charity is still able to comply with the Governance Standards, in particular Governance Standard 5. If the Charity cannot resolve the matter in a way that complies with the Governance Standards, it must contact the ACNC.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true,"displayConditions":[{"field":"6f5e6bcd-66a0-4252-98b1-c6ef1ebe151e","value":"yes","type":"add","operator":"="}]},{"id":"0723ddef-45ad-47fe-bf5a-447d1ab0a71e","order":47,"text":"Because the Charity does not have members who are separate from its Board, disclosure to members is not available. In that case the Board must consider whether the Charity is still able to comply with the Governance Standards, in particular Governance Standard 5, and, if it cannot resolve the matter in a way that complies with the Governance Standards, must contact the ACNC for guidance.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true,"displayConditions":[{"field":"6f5e6bcd-66a0-4252-98b1-c6ef1ebe151e","value":"no","type":"add","operator":"="}]},{"id":"a5641508-a9c7-4697-b075-518ffc3c58cb","order":48,"text":"11. ASSESSING AND APPROVING RELATED PARTY TRANSACTIONS","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S11"},{"id":"99dbc8f2-fd9d-4dcb-bf9a-3535d1a0cddb","order":49,"text":"Before the Charity enters into a related party transaction, the Board (excluding the related party and any conflicted Responsible Person) must be satisfied that the transaction is in the best interests of the Charity and consistent with its charitable purposes, that it is on arm's length terms, and that entering into it is a proper use of the Charity's resources. The Board must obtain sufficient information to make that assessment, which may include independent quotes, an independent valuation or independent advice, particularly where the transaction is significant.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"3eaf8b63-6978-47db-ae65-2ec82428a226","order":50,"text":"A related party transaction must be authorised in accordance with this policy and the constitution of the Charity before it is entered into, or as soon as practicable afterwards where prior authorisation is not possible. The related party and any conflicted Responsible Person must be managed in accordance with the Articles entitled "Assessing and managing a disclosed conflict" and "Managing conflicts at meetings". The transaction, the basis of the Board's satisfaction, and the manner of its authorisation must be recorded in the register of interests and, where the Charity keeps one, in the related party transactions register.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"c2cf816c-3678-466c-934e-f8fc3f87089b","order":51,"text":"12. REGISTER OF INTERESTS","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S12"},{"id":"7dc8569d-cc35-4b96-bbfc-878271d51424","order":52,"text":"The Charity keeps a register of interests. The register is maintained by the [Secretary] of the Charity and records, for each disclosed interest, the name of the Responsible Person concerned, the nature and extent of the interest, the date it was disclosed, and any steps taken to manage it. A related party transaction, and any gift, benefit or hospitality, that may give rise to an actual, potential or perceived conflict of interest is also recorded in the register of interests.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"c901140a-e90c-47bf-b2d1-e6a74a1acd83","order":53,"text":"The register of interests is kept in the form set out in Part B of this Pack. It is reviewed by the Board at least annually and is available to each Responsible Person of the Charity. Access to the register is otherwise limited to the [Secretary] and to those persons the Board authorises.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"5a73f4b3-1af6-47d8-8111-e14af8635812","order":54,"text":"13. RELATED PARTY TRANSACTIONS REGISTER","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}],"sectionNum":"S13"},{"id":"2b25a09e-57d0-49b5-a59e-d648d1e3ad6d","order":55,"text":"In addition to the register of interests, the Charity keeps a related party transactions register. That register is maintained by the [Secretary] of the Charity and records each related party transaction, including the related party concerned, the nature and value of the transaction, the basis on which the Board was satisfied that the transaction was in the best interests of the Charity and on arm's length terms, and the date and manner of its authorisation. The related party transactions register is kept in the form set out in Part D of this Pack and is reviewed by the Board at least annually.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"ad047228-8ad3-48a3-b38c-15f77713bbf9","order":56,"text":"14. EXTERNAL REPORTING","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S14"},{"id":"f7fcc566-5b9d-4c83-926e-211e49054344","order":57,"text":"The Charity must report its related party transactions to the ACNC in its Annual Information Statement in accordance with the requirements that apply to a charity of its size. A small charity must disclose its reportable related party transactions; a medium or large charity must disclose its material related party transactions in the Annual Information Statement and in its financial report prepared in accordance with the applicable Australian Accounting Standards. The [Secretary] and the Board must ensure that the records kept under this policy are sufficient to enable that reporting to be completed accurately and on time.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"34ba69ae-62a3-44de-a44d-4b0944c19e4c","order":58,"text":"15. CONFIDENTIALITY AND PRIVACY","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S15"},{"id":"25e21b71-8ede-4c61-9eac-b617a5625c07","order":59,"text":"Information disclosed under this policy is collected, used, stored and disclosed only for the purpose of identifying and managing conflicts of interest and related party transactions, of demonstrating the Charity's compliance with the Governance Standards, and of meeting the Charity's external reporting obligations. The Charity handles personal information disclosed under this policy in accordance with the Privacy Act 1988 (Cth), to the extent it applies, and any privacy policy of the Charity. A Responsible Person who discloses an interest consents to the recording of that interest in the Charity's registers and to its use for the purposes described in this policy.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"abc5431b-ecd6-4418-bf93-50a318c488a8","order":60,"text":"16. BREACH OF THIS POLICY","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S16"},{"id":"42e6f29e-5f3a-4d8f-9158-685dfe03a2fc","order":61,"text":"A failure by a Responsible Person to disclose or to properly manage a conflict of interest or a related party transaction in accordance with this policy may amount to a breach of the duties owed under Governance Standard 5 and under any law or governing document that applies to the Charity. The Board must take reasonable steps to deal with any actual or suspected breach, which may include requiring the interest to be disclosed and recorded, setting aside or renegotiating a decision or transaction affected by the conflict, seeking recovery of any loss suffered by the Charity, and, where appropriate, removing the person from office in accordance with the constitution of the Charity and applicable law. Where a breach may itself be a matter that must be reported to the ACNC, the Board must ensure that any such report is made.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"16","cflou":false,"active":true},{"id":"bf4cb928-78f5-42c2-9760-0885ddc774d7","order":62,"text":"17. REVIEW, ADOPTION AND VARIATION","fontSize":"16","textAlign":"left","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"sectionNum":"S17"},{"id":"6507b8ce-f0ae-4eae-8e53-a4ec7f08addc","order":63,"text":"This policy is adopted by resolution of the Board of the Charity and takes effect on the date of its adoption. It is reviewed by the Board at least every two years, and earlier if there is a relevant change in the law, the Governance Standards or the circumstances of the Charity. The Board may vary this policy by resolution, provided the policy as varied remains consistent with the Governance Standards, the constitution of the Charity and applicable law.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"df450fb8-82ec-4122-a097-c29a74074e94","order":64,"text":"Each new Responsible Person is given a copy of this Pack on appointment, is asked to confirm that they have read and understood it, and is asked to complete a Disclosure Declaration in the form set out in Part C. The Board may provide Responsible Persons with information or training on their duties and on this policy from time to time.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"307e73c6-8638-494d-8675-23b6c91f63ca","order":65,"text":"Adopted by the Board of [Charity name] on [Date of adoption].","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"6ba8e8dd-8373-4899-9b91-0b36752ec09e","order":66,"text":"Signed for and on behalf of the Board:","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"20","cflou":false,"active":true},{"id":"4ecf3139-fe10-4e2d-917a-0ff9a589ff81","order":67,"text":"__________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"4","cflou":false,"active":true},{"id":"9f9f1641-70ba-4f8a-a24d-15eb12894c1c","order":68,"text":"[Name of chairperson], [Office held]","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"30","cflou":false,"active":true},{"id":"4868bfd3-4cda-4bd1-a79c-11f07ead414e","order":69,"text":"PART B — REGISTER OF INTERESTS","fontSize":"16","textAlign":"center","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"marginTop":"10"},{"id":"dd235763-c648-49a2-8c8d-a0977039242d","order":70,"text":"Charity: [Charity name] (ABN [ABN]). Maintained by the [Secretary] of the Charity and reviewed by the Board at least annually.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"aacd4bd5-9af2-423e-9980-4a92b8c1e659","order":71,"text":"This register records each actual, potential or perceived material conflict of interest, each related party transaction, and each material gift, benefit or hospitality, disclosed by a Responsible Person of the Charity. Complete one entry for each interest disclosed.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"3afecc6f-1a6b-4573-8826-2acf24b5c04e","order":72,"text":"Name of Responsible Person: ______________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"6da9dd02-9418-40e1-a341-fe7cd7e05327","order":73,"text":"Nature and extent of the interest (including any related party and any entity concerned): ________________________________________________________________________________________________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"13cadce0-4bc7-40c2-ab8e-269c2929926a","order":74,"text":"Whether actual, potential or perceived, and whether assessed as material: ____________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"1a738b70-ed04-4239-832a-b6304313c3a6","order":75,"text":"Date interest arose: ____________________ Date disclosed: ____________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"0f30b044-9787-42a8-9daf-fd08eafdf187","order":76,"text":"How the interest was disclosed (at a meeting or in writing): ____________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"6e6631f2-1078-46f3-b0b2-6602c8740b67","order":77,"text":"Steps taken to manage the interest (for example, left the meeting, did not vote, excluded from quorum, transaction referred to non-conflicted Responsible Persons): _________________________________________________________________________________________________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"f619942b-6e50-4346-8258-0e073515b1af","order":78,"text":"Recorded by: ____________________ ([Secretary]) Date: ____________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"20","cflou":false,"active":true},{"id":"f7fc2a72-0d2e-4bfb-9740-7e2011ff14f7","order":79,"text":"PART C — DISCLOSURE DECLARATION","fontSize":"16","textAlign":"center","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"marginTop":"10"},{"id":"7c534364-72a6-4542-aa8b-f739e7f71b47","order":80,"text":"To be completed by each Responsible Person of [Charity name] (ABN [ABN]) on appointment, at least annually, and whenever a new or changed interest arises.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"74d33f29-c4bd-483c-a145-eee32820c949","order":81,"text":"Full name: ______________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"1c10c0cd-69b0-4667-adc8-326299c7f67a","order":82,"text":"Office held (for example, member of the Board, chairperson, treasurer, secretary): ____________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"b1a74f61-1e63-4bd0-860a-d7f6563ede4f","order":83,"text":"Date of appointment: ____________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"1edb678c-6c4a-4a11-aab9-e2100b04c0f4","order":84,"text":"I declare that, to the best of my knowledge, the following are all of my actual, potential and perceived material conflicts of interest and related party interests, including those of my close family members and of any entity I control, jointly control or significantly influence (for example, other directorships, trusteeships, offices, employment, business interests, memberships and any interest in a transaction with the Charity):","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"7f236b76-0ac3-4085-bd5f-23c43683f96c","order":85,"text":"— _____________________________________________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"4","cflou":false,"active":true},{"id":"c031502d-4d35-4dc6-8919-684915900f5b","order":86,"text":"— _____________________________________________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"4","cflou":false,"active":true},{"id":"e0f04667-6c2c-4055-aa4d-2526d7ba87d5","order":87,"text":"— _____________________________________________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"9e75bded-3220-4a65-add7-2115f278c2a6","order":88,"text":"If none, write "None". Attach a further page if more space is required.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"2fca47d9-e912-40b8-aca3-7e20bd246fb2","order":89,"text":"I acknowledge that I have read and understood the Conflict of Interest and Related Party Transactions Policy set out in Part A of this Pack; that I will disclose any further actual, potential or perceived material conflict of interest, any related party transaction, and any material gift, benefit or hospitality affecting me, as soon as I become aware of it; that I will comply with that policy in relation to declaring interests, withdrawing from discussion and voting, and being excluded from the quorum where required; and that I consent to the information in this declaration being recorded in the Charity's register of interests and used for the purposes described in that policy.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"7aca9283-1a81-48cb-8ea9-d25a891fd553","order":90,"text":"Signature: ____________________________ Date: ____________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"20","cflou":false,"active":true},{"id":"d9e49c14-8ba2-4c8d-8d4e-67e17aa4e778","order":91,"text":"PART D — RELATED PARTY TRANSACTIONS REGISTER","fontSize":"16","textAlign":"center","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"marginTop":"10","displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"e19847dd-bc3c-426f-aa08-5c53bc71a07d","order":92,"text":"Charity: [Charity name] (ABN [ABN]). Maintained by the [Secretary] of the Charity and reviewed by the Board at least annually. Complete one entry for each related party transaction.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"85237e8e-65a4-4914-8f04-c6124875731b","order":93,"text":"Related party (name and relationship to the Charity): ____________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"1fb21e46-f79f-46bd-87bc-e7fe09db132c","order":94,"text":"Nature of the transaction: ________________________________________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"60418cf8-0c66-4b6c-9c2d-b78dc15e76d5","order":95,"text":"Value or consideration: ____________________ Date of transaction: ____________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"91e20b1a-5be3-4f5d-a1b4-eef3bd1ed915","order":96,"text":"Whether reportable or material for external reporting purposes: ____________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"3930897f-88ae-4e2e-a296-3ad5b65a94a8","order":97,"text":"Basis on which the Board was satisfied the transaction was in the best interests of the Charity and on arm's length terms: ___________________________________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"89e23399-5633-46b0-b183-08e5be288b2c","order":98,"text":"How and when authorised (including any conflicted Responsible Persons who abstained): ___________________________________________________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"0a7a3b23-207a-4c62-9d15-31ad6a1b4f04","order":99,"text":"Recorded by: ____________________ ([Secretary]) Date: ____________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"20","cflou":false,"active":true,"displayConditions":[{"field":"4ee5dcab-122d-48b4-beed-b27dc6aa35aa","value":"yes","type":"add","operator":"="}]},{"id":"e91cb7ac-6fb6-4067-9caa-6faccc9d2694","order":100,"text":"PART E — MEETING MINUTE TEMPLATE (DECLARATION AND ABSTENTION)","fontSize":"16","textAlign":"center","bold":true,"underline":false,"marginBottom":"10","cflou":false,"active":true,"marginTop":"10"},{"id":"c35b79a4-03c8-4f0c-9aed-8e01ff439f9e","order":101,"text":"This template may be used to record in the minutes the disclosure and management of a conflict of interest at a meeting of the Board of [Charity name].","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"9234c899-b8b4-4b5d-8001-a4bc6568febb","order":102,"text":"At the meeting of the Board held on ____________________, ____________________ (name) declared an actual, potential or perceived material conflict of interest in the following matter: ____________________________________________.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"ee8e5ee4-9228-4a56-9a74-b2c63a4cd797","order":103,"text":"The nature and extent of the interest declared was: ____________________________________________________________.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"43196812-22fc-4c75-aaf5-00c958d2fc86","order":104,"text":"The Board noted the disclosure and resolved that ____________________ (name) either left the meeting while the matter was considered and did not vote and was not counted in the quorum; or was permitted to remain, take part or vote for the following reasons recorded by the Board: ____________________________________________.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true},{"id":"13d672f7-79b5-40f2-8dea-cc096c56b79a","order":105,"text":"Where the person presiding was conflicted, the chair for the matter was taken by: ____________________ (name and office).","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"f261b688-420a-44df-86d8-def4768560e1","order":106,"text":"The disclosure was entered in the Charity's register of interests.","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"6","cflou":false,"active":true},{"id":"64fa83bc-67c4-430a-981b-d9de9f89d453","order":107,"text":"Minuted by: ____________________ ([Secretary]) Date: ____________________","fontSize":"14","textAlign":"left","bold":false,"underline":false,"marginBottom":"10","cflou":false,"active":true}]