It is the policy of Winrock that before engaging in an activity, an employee shall identify conflicts of interest and situations that may give rise to an appearance of a conflict of interest, and also obtain approval to proceed, so that proceeding mitigates damage to our integrity and reputation. Certain high-level conflicts are required to be reported to the U.S. Internal Revenue Service and other regulators. For USAID funded work, all conflicts are required to be disclosed to USAID immediately.
A conflict of interest exists when an individual who is responsible for acting in the best interests of Winrock has another interest or loyalty that could influence or impair, or may appear to influence or impair, the individual’s ability to act in Winrock’s best interests. Conflicts exist, for example, when a Winrock employee can either influence or make a decision on contractual, procurement, recruitment and employment, or other business transactions, and that employee has a relationship with the business or persons being hired.
Conflicts of interest may be actual, potential or even just a matter of perception. Conflicts must be approved per this policy before proceeding.
Conflicts can be caused by relationships with or among these covered persons:
Families means (as defined by the U.S. Internal Revenue Service) spouse, ancestors, brothers and sisters (whether whole or half-blood), children (whether natural or adopted), grandchildren, great-grandchildren, and spouses of brothers, sisters, children, grandchildren, and great-grandchildren, and any person with whom the covered person shares living quarters under circumstances that closely resemble a marital relationship or who is financially dependent upon the covered person. Families may also extend to members of the same clan, tribe, or communities and vary depending on the location and culture.
If an actual, perceived, or potential conflict is present, an employee must first try to avoid the activity— not do it. If avoidance is not in the best interest of Winrock, approval must be obtained before proceeding. Employees must disclose the conflict to the Chief Risk and Compliance Officer, with a proposed means to mitigate—or minimize—the conflict. The Chief Risk and Compliance Officer will decide whether the mitigation acceptably minimizes risk to Winrock.
Approval is required under this policy prior to proceeding with the action. Submit conflict approval requests here.
The Chief Risk and Compliance Officer will make the necessary disclosures to funders (e.g., USAID) and regulators. Specific examples of conflicts and the approval requirements are set forth below. Approval requirements vary depending on the level of risk incurred.
Conflicts of interest are not always clear-cut and easy to define and require case-by-case analysis; not all types are listed here. Early consultation with your supervisor or the Chief Risk and Compliance Officer can assist in determining if a conflict exists, by analyzing the facts and determining strategies for avoidance or mitigation.
Transacting business can create conflicts. Examples include hiring a company that is owned by a relative; entering into a partnership with a company that you own or control or your relatives own or control; or giving business to a close personal friend. If money flows between Winrock and the conflicted entity or person, that creates the conflict.
A common transactional conflict arises during a procurement, for example, when a Winrock employee’s procurement decisions are influenced by personal interests. This may include:
A common transactional conflict arises during a subaward, for example, when a Winrock employee’s subaward decisions are influenced by personal interests. This may include:
o Familial or close personal relationships between procurement staff and subcontractors
o Procurement staff having a direct financial interest in a bidder or subcontractor
o Procurements made where staff have an employment link to the subcontractor
Such hiring may be a conflict and is addressed separately in the policy by this name in the Code.
Employees serving on boards or other governing bodies of for-profit or nonprofit organizations may, in some cases, create a conflict.
These actions may create a conflict and are addressed separately by the policy by this name in the Code.
Disclosure and Management of a Conflict of Interest
Employees (report and obtain approval for conflicts): All employees shall identify conflicts of interest before taking any conflicted action and address the conflict as noted above (obtain approval from the Chief Risk and Compliance Officer before proceeding).
Senior Directors, Directors, and Chiefs of Party or Project Directors (report and obtain approval for conflicts and annually acknowledge the Policy): In addition to the above, Senior Directors, Directors, and Chiefs of Party or Project Directors have an enhanced obligation to report and address conflicts because of their position within Winrock. The Chief Risk and Compliance Officer shall circulate annually a Conflicts Acknowledgment Form that requires acknowledgment that each understand and adhere to Winrock’s Conflict of Interest Policy. The form must be acknowledged immediately upon receipt.
Executive Team and Board of Directors (report and obtain approval for conflicts, annually acknowledge the policy and annually disclose all affiliations): Winrock’s Executive Team and members of the Winrock Board of Directors also have enhanced obligations to report conflicts, as conflicts relating to this group may require reporting of conflicts to regulators. In addition to addressing conflicts as they arise per this policy, both acknowledgment and affiliation disclosure is required. The Chief Risk and Compliance Officer shall circulate annually an Acknowledgment and Affiliation Disclosure Form for the ET and Board to:
In evaluating conflicted situations to determine an appropriate course of action, the Chief Risk and Compliance Officer shall be guided by the following:
Winrock employees who are or have been employed by any government, including federal, state, and non-U.S. governments including universities, may face restrictions on the activities to which they may devote their time and attention in service to Winrock. The obligations of these individuals to their government employers may impair their ability to serve Winrock and should be considered by management. Similarly, employees of Winrock who have left previous government employment may be barred by government ethics regulations from working on certain Winrock matters which were within the purview of their official duties during their government employment, or in some cases, from accepting employment with Winrock.
Winrock employees must disclose to their manager any such current or previous government employment to avoid conflicts of interest in connection with their government service.Table of Contents