Policy vs. Pledge. An ethics policy provides guidelines for how directors, committee members and managers should respond to situations involving conflicts of interest. An ethics pledge takes it a step further and requires directors to pledge to follow the association's ethics policy.
Amend Bylaws. To make an ethics pledge mandatory, associations must amend their bylaws to make the pledge a qualification for serving on the board. Once the pledge becomes mandatory, candidates can be disqualified from serving on the board if they refuse to sign the pledge. Depending on the wording of the bylaw amendment, a violation of the pledge could also result in disciplinary action against a director up to and including removal from the board. For a valid removal by fellow directors, due process must be followed. For removal by the membership, no hearings are required.
Recommendation: At a minimum, boards should adopt an ethics policy. If they wish to make the policy a mandatory pledge, they should talk to legal counsel.
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