Hampton Roads REALTORS® Association Leadership Policy Agreement
CONFIDENTIALITY & CONFLICT OF INTEREST
With voluntary roles come certain legal obligations. Leaders are required to act in the best interests of HRRA, to avoid disclosing confidential information, and to avoid conflicts of interest. The briefings, planning goals, and business transactions of HRRA and its subsidiaries require a high degree of loyalty, duty, and care by all who are in responsible positions.
HRRA engages in deliberations of many matters having serious effects on HRRA and individual members. Since many of our assigned duties can become routine in nature, it is often easy to forget that there are very real risks and danger in unwarranted discussions of internal HRRA business and policies.
Each Officer and Director of the Hampton Roads REALTORS® Association shall sign a Confidentiality and Conflict of Interest contract prior to the start of their first Board of Directors meeting.
The Confidentiality and Conflict of Interest contract will apply to all activities, information, and discussions pertaining to HRRA and its subsidiaries.
All sensitive and confidential information both written and oral must be kept within the boundaries of HRRA leadership until it is made public by the proper designated authority. Common sense and good judgment must prevail at all times.
A conflict of interest exists when a board member, officer, or other leader has a personal interest or holds another organizational position that is in conflict with the interests of HRRA, such that he or she may be influenced by that interest when making a decision.
Any duality of interest of possible conflict of interest should be disclosed and made a matter of record. Any leader having a possible conflict of interest on any matter should not vote or use his/her personal influence on the matter.
By signing this contract, you are acknowledging the need for confidentiality and avoidance of conflicts. By signing this contract you pledge yourself to adhering to these principles while serving as an officer, director or any other key position in HRRA and/or its subsidiaries. Once the contract expires, no further information considered confidential will be granted.
The Chairman of the Board will appoint a committee of the Board to consider complaints, investigate, and present recommendations. The full Board of Directors shall, by majority vote, determine what action, if any, should be taken to resolve the matter. Alternative actions may include further disclosures, recusal, or a request for resignation.
ANTITRUST POLICY
To minimize the possibility of antitrust problems at association gatherings, the following guidelines should be followed at all meetings of the Board of Directors, committees, advisory groups, and action teams, as well as all association-sponsored conventions, trade shows, training seminars, conferences, and task force and working group sessions.
- DO NOT discuss your prices or competitors’ prices with a competitor (except when buying from or selling to that competitor) or anything, which might affect prices such as costs, discounts, terms of sale, or profit margins.
- DO NOT agree with competitors to uniform terms of sale, warranties, or contract provisions.
- DO NOT agree with competitors to divide customers or territories.
- DO NOT act jointly with one or more competitors to put another competitor at a disadvantage.
- DO NOT try to prevent your supplier from selling to your competitor.
- DO NOT discuss your future pricing, marketing, or policy plans with competitors.
- DO NOT discuss your customers with your competitors.
- DO NOT make statements about your future plans regarding pricing, expansion, or other policies with competitive overtones. Do not participate in discussions where other members do.
- DO NOT propose or agree to any standardization which will injure your competitor.
- DO NOT attend or stay at any informal meeting where there is no agenda, no minutes are taken, and no association staff member is present. There are no “off the record” discussions.
- DO NOT do anything before or after association meetings, or at social events, which would be improper at a formal association meeting.
- DO alert association staff and legal counsel to anything improper.
- DO send copies to an association staff member of any communications or documents sent, received, or developed by you when acting for the association.
- DO alert every agent and employee in your company who deals with the association to these guidelines.
- DO be conservative. If you feel an activity might be improper, ask for guidance from association staff or legal counsel in advance.
- DO apply these same guidelines to any use of email and social media.
LEADERSHIP CODE OF CONDUCT
As a member of the HRRA leadership team, I WILL:
- Listen carefully to my HRRA leadership colleagues.
- Respect the opinions of fellow leaders.
- Respect and support the decisions of the majority.
- Recognize that all authority is vested in the Board of Directors when it meets in legal session.
- Keep well informed about developments relevant to issues that may come before me.
- Participate in relevant meetings and actions.
- Bring to the attention of my colleagues any issues which I believe will have an adverse effect on HRRA.
- Attempt to interpret the needs of those we serve, and to interpret the actions of the Board to those we serve.
- Refer complaints to the proper level of HRRA’s leadership.
- Recognize that your job is to ensure that HRRA is well-managed, not to manage HRRA.
- Represent all those whom HRRA serves, not just a particular group.
- Consider myself a trustee of HRRA and do my best to ensure that HRRA is well maintained, financially secure, growing, and always operating in the best interests of those we serve.
- Always work to learn how to do my job better.
- Declare conflicts of interest between my personal/professional life and my position in HRRA leadership.
As a member of the HRRA leadership team, I WILL NOT:
- Criticize fellow leaders or their opinions, in or out of the meeting room.
- Use HRRA to my personal advantage or to that of my friends, relatives, or associates.
- Discuss the confidential proceedings of HRRA outside the meeting room.
- Promise before a meeting how I will vote on any issue.
- Interfere with the duties of the staff or undermine their authority.
ATTENDANCE
As a nominee for the Board of Directors or Executive Committee of the Hampton Roads REALTORS® Association, I acknowledge that certain duties will be incumbent upon me should I be elected. I agree to abide by the Bylaws and Operating Policies of the Hampton Roads REALTORS® Association.
I further understand that my attendance at all Board of Directors’ meetings is vital to the proper functioning of the Association. It is my sincere desire and intent to be present at all such meetings.
It is my further desire and intent that should I subsequently become unable or unwilling to fulfill my obligations to the Association, I shall resign from my position.
In the event I am absent from any two meetings of the Board of Directors of the Association during any twelve (12) month period, regardless of excuse, I hereby direct the Chairman or any other officer to tender this letter to the Association as resignation of my Office or Directorship, to be accepted at their discretion, effective as of the date of tender. This letter shall be tendered as set forth above at the first meeting at which the earlier of the two above referenced circumstances shall occur.
