Conflicts of Interest
A conflict of interest may be only a matter of degree, but exists when the Trustee, officer or committee member:
A. Acts to his or her benefit directly or indirectly by using authority or inside information, or allows a friend, relative or associate to benefit from such authority or information.
B. Uses authority or information to make a decision to intentionally affect Concord Hospital in an adverse manner.
The Trustee, officer or committee member shall:
A. Conduct all personal and professional relationships in such a way that all those affected are assured that governance decisions are made in the best interests of Concord Hospital and the individuals served by it;
B. Disclose to the Board any direct or indirect financial or personal interests, as well as any appointments or elections to boards or committees inside or outside Concord Hospital that pose potential or actual conflicts of interest; and
C. Accept no gifts or benefits offered with the expressed or implied expectation or appearance of influencing a governance decision. Specifically, the Trustee, officer or committee member shall not accept any gift, meal, entertainment, favors or personal services of nominal retail value greater than $50 in any one year from any individual or organization who has or desires a business relationship with Concord Hospital. (Perishable or consumable gifts given to a committee or board are not subject to any specific limitation.)
A certain kind of conflict of interest is known in New Hampshire law as a “pecuniary benefit transaction.” Subject to certain exceptions* specified in the law, a pecuniary benefit transaction is defined as a transaction with the Hospital involving a Trustee or officer (or an entity of which the Trustee or officer or a member of his/her immediate family is a proprietor, partner, employee or officer) which has a value, when combined with the value of all other transactions in the same fiscal year involving the same person, exceeding five hundred dollars ($500). Where such a transaction is under consideration by the Board of Trustees, a two-thirds (2/3) vote by the members of the Board, not including the Trustee with an interest in the transaction and all other Trustee(s) having pecuniary benefit transactions with the Hospital (collectively, “disqualified Trustees”), is required to approve the transaction. Where the value of such a transaction, when combined with the value of all other transactions in the same fiscal year involving the same person, exceeds five thousand dollars ($5,000), publication of a legal notice in the Concord Monitor, together with written notice to the NH Director of Charitable Trusts, are also required. Finally, the minutes of the Board meeting at which any such transaction is approved must reflect that a full and fair disclosure was made and that all disqualified Trustees were absent during both the discussion and the voting on the transaction.
Potential conflicts of interest involving pecuniary benefit transactions shall be disclosed in writing by all Trustees and officers and made a matter of record through an annual disclosure form. If a potential conflict of this type arises after a Trustee or officer has completed the annual form, the Trustee or officer should complete an amended form disclosing the new conflict.
As required by law, the Hospital shall not loan any money or property to any Trustee or officer or enter into any sale, purchase or lease (for a term greater than five years) of real estate to or from a Trustee or officer without the prior approval of the probate court.
Each Trustee, officer and committee member, upon entering the duties of his/her office and annually thereafter, will be advised of this policy and shall sign a statement acknowledging his/her understanding of and agreement to this policy.
* A transaction entered into prior to becoming a Trustee is considered a continuing transaction rather than a pecuniary benefit transaction. Employment of physicians and nurses who may be Trustees is also not considered a pecuniary benefit transaction.
