Conflicts of Interest for Members of the Board of Governors (Policy, Guidelines and Procedures)

Legislative History:

Approved by the Executive Committee of the Board of Governors: 2001/03/06; Approved by the Board of Governors: 2001/04/16.

Approval Authority: Board of Governors

Signature: Marshall Cohen

1. A conflict of interest exists when there is a disjuncture between a governor’s personal interests, financial or otherwise, or a governor’s professional interests, and his or her fiduciary obligations to the University. A conflict of interest situation affects not only a governor but also all of his or her non-arm’s length relationships, including but not limited to immediate family members and persons with whom there exists, or has recently existed, a close personal relationship.

2. Governors shall make full, timely and ongoing disclosure of a conflict of interest or potential conflict of interest in accordance with the General Bylaws and other procedures established from time to time by the Executive Committee of the Board. They may, in accordance with such procedures, refrain or be asked to refrain from participating in discussions and/or decisions concerning any business that is related to the matter in which there is a conflict of interest.


1. A governor shall make written disclosure of a conflict of interest situation, whether actual or potential, to the Secretary of the Board of Governors.

2. Upon receipt of a disclosure, the Secretary shall convoke a committee, comprised of the Chair of the Board of Governors or designate, the Chair of the Board Audit Committee and the Secretary, to consider the matter. The committee shall determine what, if any, action should be taken by the governor or by the Board, in order to deal with the matter.

3. Article VII (8) of the General Bylaw of the Board of Governors concerning declaration of interest in transactions shall continue to govern those matters referred to therein.

4. Governors shall execute the Acknowledgement and Undertaking, attached as Appendix A, prior to taking their seat on the Board.

Guidelines on Conflicts of Interest

The following examples are illustrative of situations that should be disclosed.

1. Entering into a business or other contract/transaction on behalf of the University with a company or firm in which a governor, or related persons, has a financial interest.

2. Influencing the purchase of equipment, materials or services for the University from a company or firm in which a governor, or related persons, has financial interest.

3. Accepting gifts, benefits or favours from individuals or firms with which the University does business, except as token courtesies.

4. Directing students or staff of the University to carry out work for a company or firm in which a governor has a financial interest.

5. Using the University’s resources or facilities for a governor’s personal benefit or the benefit of related persons.

6. Using the position as governor to obtain employment with the University.

7. Participating in the appointment, hiring, promotion or evaluation of a related person.

8. Using the position of governor to serve the interests of an elected or appointed office held by the governor.


I acknowledge that as a member of the Board of Governors of York University, I am a fiduciary with respect to the business and affairs of the University. As a fiduciary, I must adhere to the highest level of conduct in carrying out my duties and responsibilities as a Governor, which include the obligation to act honestly, in good faith and in the best interests of the University and to avoid conflicts of interest. I undertake to keep in strictest confidence all confidential or proprietary information communicated or disclosed to me as a member of the Board of Governors.

Dated at Toronto, Ontario this _____ day of ____________ , 2001.