Includes Conflict of Interest Policy and Procedures
The DREAM Institute considers ethics to be vital to maintaining high quality programs and services. The DREAM Institute is committed to the highest ethical standards and to conduct its business with the highest level of integrity. The highest level of integrity is important and that level of integrity is what makes the DREAM Institute successful.
Each DREAM Institute representative is responsible for the consequences of his or her actions. Every representative of the DREAM Institute must be honest in their personal conduct as well as in their professional activities with the DREAM Institute. Professional Business Ethics are no different than personal ethics. The Leaders of the DREAM Institute shall lead by example with an attitude that projects ethical values in their performance. Leading by example sets the tone of the Institute and provides example to everyone involved with the Institute to maintain a standard of excellence and to treat everyone with respect and honesty.
This applies to everyone – as volunteers, employees, donors, scholar recipients, trustees, suppliers, collaborative partners, higher education institutions, and anyone who might be involved with the Institute is required to maintain the highest standard of ethical behavior.
Misconduct will not be excused or accepted. The Dream Institute’s Trustees and Leadership expect you to report any misconduct such as illegal, dishonest or unethical act to them. The report will be held confidential and will be handled with the utmost respect. A violation of the Code of Business Conduct and Ethics will result in corrective action and/or dismissal from the DREAM Institute.
The DREAM Institute will not discriminate based on race, color, religion, political affiliation, national origin, sex, disability, or age.
It is the responsibility of every DREAM Institute representative to uphold a high quality of professionalism that exemplifies ethical standards. All respective collaborative partners and entities shall conduct business with a high ethical code of conduct and professionalism helping to maintain the Institute’s reputation as an ethical, honest and fair organization.
The DREAM Institute’ policy is to comply with all laws, rules, and regulations that are applicable to its business, both in the United States and in other countries.
Selection of scholars, mentors, volunteers, and employees, are decided by subcommittees of the Board of Trustees and approved by the Board of Trustees. While scholarship applicants, volunteers, mentors, and employees must meet the criteria and requirements established by the DREAM Institute, each interested person will be given the equal opportunity to the full extent provided by the law and without regard to race, color, religion, political affiliation, national origin, sex, disability, or age.
Compliance with Laws
It is the policy of the DREAM Institute to comply with all laws, rules and regulations that are applicable in the United States and abroad in performing its business functions. In addition, to maintaining its 501 (c ) (3) tax-exempt status.
The DREAM Institute is an all volunteer organization, however, in the event that it offers employment in the future, the DREAM Institute’s policy is to comply with all employment laws including working conditions, wages, hours, benefits, U.S. Citizen status, and minimum age for employment. Each employee will be given equal opportunity to the full extent by the law and without regard to race, color, religion, political affiliation, national origin, sex, disability, or age.
Conflict of Interest
Purpose
The purpose of the conflict of interest policy is to protect the tax-exempt status of the (Disability, Resources, Educational Advocacy, Motivation) DREAM Institute’s (the “Organization”) interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or trustee of the Organization or might result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.
Definitions
• Interested Person - Any Trustee (Trustee), principal officer, or member of a committee with governing board delegated powers, who has a direct or indirect financial interest, as defined below, is an interested person.
• Financial Interest - A person has a financial interest if the person has, directly or indirectly, through business, investment, or family:
• An ownership or investment interest in any entity with which the Organization has a transaction or arrangement,
• A compensation arrangement with the Organization or with any entity or individual with which the Organization has a transaction or arrangement, or
• A potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the Organization in negotiating a transaction or arrangement.
Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial. A financial interest is not necessarily a conflict of interest. A person who has a financial interest may have a conflict of interest only if the appropriate governing board or committee decides that a conflict of interest exists.
Procedures
• Duty to Disclose: In conclusion with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be give the opportunity to disclose all material facts to the Trustees and members of committees with governing board delegated powers considering the proposed transaction or arrangement.
• Determining Whether a Conflict of Interest Exist: After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the governing board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists.
• Procedures for Addressing the Conflict of Interest:
• An interested person may make a presentation at the governing board or committee meeting, but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest.
• The chairperson of the governing board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.
• After exercising due diligence, the governing board or committee shall determine whether the Organization can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest.
• If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the governing board or committee shall determine by a majority vote of the disinterested Trustees (Trustees) whether the transaction or arrangement is in the Organizations best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination it shall make its decision as to whether to enter into the transaction or arrangement.
• Violations of the Conflicts of Interest Policy:
• If the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose.
• In, after hearing the member’s response and after making further investigation as warranted by the circumstances, the governing board or committee determine the members has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.
Records of Proceedings
The minutes of the governing board and all committees with board delegated powers shall contain:
• The names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the governing board’s or committee’s decision as to whether a conflict of interest in fact existed.
• The names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings.
Compensation
• A voting member of the governing board who receives compensation, directly or indirectly, from the Organization for services in precluded from voting on matters pertaining to that member’s compensation.
• A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the Organization for services in precluded from voting on matters pertaining to that member’s compensation.
• No voting member of the governing board or any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the Organization, either individually or collectively, is prohibited from providing information to any committee regarding compensation.
Annual Statements
Each Trustee, principal officer and member of a committee with governing board delegated powers shall annually sign a statement which affirms such person:
• Has received a copy of the conflicts of interest policy,
• Has read and understands the policy,
• Has agreed to comply with the policy, and
• Acknowledges an understanding that the Organization is charitable and in order to maintain its federal tax-exemption it must engage primarily in activities which accomplish one or more of its tax-exempt purposes.
Periodic Reviews
To ensure the Organization operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects:
• Whether compensation arrangements and benefits are reasonable, based on competent survey information and the result of arm’s length bargaining.
• Whether partnerships, joint ventures, and arrangements with management organizations conform to the Organization’s written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further charitable purposes and do not result in inurnment, impermissible private benefit or in an excess benefit transaction.
Use of Outside Experts
When conducting the periodic reviews as provided for in Periodic Reviews, the Organization may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the governing board of its responsibility for ensuring periodic reviews are conducted.
Mistakes and Falsifying Records
Mistakes should never be hidden or covered up. Mistakes should be immediately and fully disclosed and corrected. These disclosures should be brought to the attention of the Chairman of the Board of Trustees and should be reviewed by the Board of Trustees. Producing falsified records of any kind is not tolerated or prohibited.
Integrity of Financial Records and Reporting
All financial books, reports, records, statements, schedules, and accounts must be accurate and complete. The accuracy of the financial documents must conform to the generally accepted non-profit accounting principals and guidelines, in addition, to the Organization’s internal control framework. The Organization’s stakeholders and the IRS has interest in accurate and complete financial and accounting information.
All representatives and/or involved parties of the Organization are expected to cooperate with the external and internal audit function. All information should not be falsified or hidden for any reason.
Examples of unethical accounting and financial practices may include and are not limited to:
• False entries that hide or cover up the true nature of any transaction;
• Improperly accelerating or deferring expenses or revenues to achieve financial performance and goals;
• Maintaining improper, misleading, fraudulent account documentation or financial reporting;
• Processing payments for purposes other than those described in the supporting documentation of the payment;
• Signing documents that may be false or inaccurate.
Proper Protection of Organization’s Assets and General Property
All representatives have the responsibility to protect the assets and general property of the Organization from theft, loss, damage and/or improper use. Assets and general property includes software, databases, technology, furniture, supplies, equipment, and confidential information.
In reference to the Organization’s use of email and internet systems, for any reason what so ever, the email or internet system should not be used for purposes of sending or receiving discriminatory and harassing messages and/or materials which are in bad taste or obscene.
The Organization’s software and databases should not be copies, distributed, or disclosed without proper authorization from the DREAM Institute. In reference to the use of Organization’s donor lists or mailing lists that may be in custody of any representative of the Institute, the list should not be used for personal benefit or for purposes other than mailing official DREAM Institute correspondence. Official correspondence is defined as information or mailings that are approved by the Chairman of the Board of Trustees.
DREAM Institute Operations: Defamation, Discrimination, and/or Misrepresentation
Defamation or Discrimination of any kind is not tolerated or accepted as ethical behavior. This can include rumors, gossiping, name calling, bodily harm, verbal abuse, and/or backstabbing behaviors. All DREAM Institute representatives should not misrepresent the DREAM Institute or make unsupported promises that cannot be delivered.
Confidentiality of DREAM Institute Information
All representatives of the DREAM Institute must not reveal to other outside of the DREAM Institute any confidential or proprietary information, except as authorized by the Board of Trustees or as legally required. This includes processes or methods, strategy, databases, research, confidential information about vendors, trustees, mentors, tutors, and scholar recipients and their files.
Document Destruction and Retention
In efforts to help prevent accidental destruction of documents/records as well as emails and sensitive paperwork, all DREAM Institute records/documents/emails must be retained according to written policy and procedures for retention and periodic destruction.
In the event that documents are involved in a pending or threatened litigation, government inquiry, or other specific purpose requested may not be destroyed regardless of the period of retention under the written policies and procedures. In addition, all representatives of the DREAM Institute should not destroy, alter, and/or conceal for improper purposes to offset any possible personal or official prosecution and/or attempting to influence another individual or groups.
Workplace Safety
The DREAM Institute is committed to providing a safe working environment and facility for its volunteers, trustees, scholars, tutors, contract employees, and other necessary representatives. The DREAM Institute’s policy is to comply with applicable safety and health regulations and laws.
Excuses or Waivers
Their shall be no waiver for any representative of the DREAM Institute concerning the Code of Business Conduct and Ethics. In the event that a waiver is granted, it must be granted and approved by the DREAM Institute Board of Trustees, in addition, the waiver should be disclosed by following the policies and procedures for filing a disclosure of this kind.
Reporting Violations
In the event that any violation (ethics or misconduct) occurs, it is the responsibility of all involved representatives of the violating party to report it. Reporting a violation should be directed to the Board of Trustees in a confidential manner (If necessary, the report can be anonymous and should be conducted by using the report form on the intranet). If the report concerns a questionable accounting, financial, or auditing matter, the report should be directed to the Audit Committee in a confidential manner using the report form posted on the internet and following its described procedures.
If procedures do not function correctly for any reason, you may contact the DREAM Institute by sending an anonymous note with relevant documentation concerning violation to: The DREAM Institute, Attention: Legal, P.O. Box 52785, Tulsa, OK 74152.
Conclusion
Remember as a representative of the DREAM Institute, you are responsible to maintaining high ethical standards in all your business dealings. When in doubt refer to this Code for direction and/or ask the following questions:
• Does it comply with the law and with the DREAM Institute policies?
• Is it fair and just?
• How would it look in a newspaper article?
• What would I tell my child to do?
• After committing the behavior, will I be able to sleep at night?
• Will my actions have the appearance of impropriety?
• Will my actions be questioned?
• I am I trying to fool myself or anyone?
• Is it consistent with the DREAM Institute’s Core Values and Beliefs?
• How would my peers, friends, and family think about it?
If you are uncomfortable with your answers, you should take the proper actions to counteract the misconduct or unethical behavior. If you are still uncertain after you ask the above questions, continue to ask yourself questions until you feel you are doing the right thing, however, if you are still uncertain after reasonable analysis, seek advice from the DREAM Institute’s leadership before proceeding to perform action.
If it is an unethical behavior or misconduct, report the violation (disclose) as directed in “Reporting Violations” section above.
Any representative who ignores or deliberately violates this Code of Business Conduct & Ethics will be subject to corrective action, which may include dismissal from any function or program of the DREAM Institute.
(Approved by the Board of Trustees on March 1, 2005)
