This code is to be signed annually by TRT board members.

Code of Conduct for Board Members

Purpose

This Code of Conduct articulates the ethical standards and professional expectations for all members of the Board of Directors. By accepting a position on this Board, each member commits to upholding these standards to maintain the organization's integrity, further its mission, and preserve public trust.

Core Values

As Board members, we commit to act in accordance with these core values:

• Integrity: Demonstrating honesty and adherence to moral and ethical principles

• Accountability: Taking responsibility for our actions and decisions

• Transparency: Operating with openness and clarity in decision-making

• Respect: Treating all individuals with dignity and consideration

• Inclusivity: Embracing diversity and ensuring equitable treatment of all

Professional Conduct

Duty of Care

1. Attend and actively participate in Board and committee meetings

2. Review all relevant materials before meetings

3. Make informed decisions based on adequate information

4. Exercise independent judgment in the best interest of the organization

5. Maintain appropriate oversight of organizational operations

Duty of Loyalty

1. Place the interests of the organization above personal interests

2. Disclose promptly any actual or potential conflicts of interest

3. Recuse oneself from discussions and votes when conflicts exist

4. Maintain confidentiality of sensitive organizational information

5. Support Board decisions once they are made, even if initially opposed

Duty of Obedience

1. Ensure the organization operates in accordance with its mission and bylaws

2. Comply with all applicable laws, regulations, and organizational policies

3. Adhere to donor restrictions and ensure proper stewardship of resources

4. Protect the organization's tax-exempt status

5. Speak as one voice regarding Board decisions

Ethical Standards

Conflicts of Interest

1. Disclose in writing all actual or potential conflicts annually and as they arise

2. Abstain from voting on matters where personal interests conflict with organizational interests

3. Avoid accepting gifts, favors, or services that might impair independent judgment

4. Ensure personal relationships do not unduly influence Board decisions

Financial Integrity

1. Exercise appropriate oversight of financial operations

2. Ensure resources are used efficiently and in support of the mission

3. Prevent and report fraud, waste, or abuse of organizational resources

4. Make decisions based on sound financial practices

5. Maintain appropriate fiscal controls and risk management

Personal Behavior

1. Treat staff, volunteers, clients, and fellow Board members with respect

2. Refrain from harassment, discrimination, or abusive behavior

3. Maintain professional boundaries in all organizational relationships

4. Avoid substances that impair judgment during Board functions

5. Conduct oneself in a manner that reflects positively on the organization

Prevention of Misconduct

1. Report concerns about potential misconduct through appropriate channels

2. Cooperate fully with investigations of alleged misconduct

3. Take action to protect vulnerable individuals served by the organization

4. Support whistleblower protections and non-retaliation policies

5. Advocate for safe reporting mechanisms for ethical concerns

Enforcement

Reporting Violations

1. Report suspected violations of this Code to the Board Chair or designated Ethics Officer

2. Follow established procedures for handling complaints

3. Protect the confidentiality of those reporting violations

4. Ensure fair and timely investigation of allegations

Consequences

1. Violations of this Code may result in:

• Discussion with the Board Chair

• Formal censure

• Removal from committee assignments

• Request for resignation

• Formal removal from the Board in accordance with bylaws

2. Severity of consequences will be proportional to the violation

3. Due process will be provided for all alleged violations