APPROVED BY
Resolution of the Council of
LBC on November 26, 2020
I. GENERAL PROVISIONS
1. The Confederation of Lithuanian Business (hereinafter referred to as the “LBC”) Conflict of Interest Management Policy (hereinafter referred to as the “Policy”) is aimed at ensuring the proper functioning of the LBC’s system of prevention of conflicts of interest, to identify potential threats of conflicts of interest and to provide for the measures to prevent them, to form an environment that is not sufficient for corruption, to increase the trust of members and the entire society in the activities of LBC.
2. The Policy shall apply to and be binding on the persons of LBC.
II. TERMINOLOGY AND ABBREVIATIONS
3. “Close person” means the spouse, children (adopted), parents (adoptive), grandparents, grandchildren, as well as brothers (in-laws), sisters (in-laws), and the spouses of such brothers (in-laws) and sisters (in-laws) of a person with an LBC; cohabitants and persons who have registered a partnership in accordance with the law are treated as spouses.
4. ” LBC Person” means a member of the Council of the LBC; a member of a body elected or appointed by the General Meeting of Members of the LBC, the Council of the LBC or the Board of the LBC; or an employee of the LBC.
5. Private interests – the interest of a LBC person, a person Close to him or a Related Person in personal financial or non-pecuniary benefits, a moral debt, moral obligation or other similar interest of a LBC person, a person Close to him or a Related Person in performing duties related to LBC activities. The interest of a LBC member who is represented by a LBC person in the LBC is not considered a private interest. Interests of a person close to the LBC person or a Related Person, about which the LBC person is not aware, are not considered private interests.
6. Conflict of interest – a situation where a person of the LBC, in the performance of a duty or assignment related to the activities of the LBC, is obliged to take a decision or to participate in the taking of a decision or in the performance of an assignment which involves his/her own private interests.
6.1. A potential conflict of interest situation is a situation in which a person of the LBC, by virtue of his/her direct responsibilities in relation to the activities of the LBC, may have to deal with, or be entrusted with dealing with, a matter involving his/her private interest;
6.2. A real conflict of interest situation is a situation where an LBC person has to perform, or is already performing, duties in connection with the activities of the LBC, in the course of which he/she is required to take, or to be involved in taking, a decision (s) which also involves his/her private interests.
7. Other Person means a person who is not an LBC Person, a Close Person or a Connected Person.
8. “Related Party” means a legal entity (a) of which the LBC Person or a Person close to the LBC Person is a member of the management or supervisory body, or (b) over which the LBC Person or a Person close to the LBC Person directly or indirectly exercises control.
III. POSSIBLE CONFLICT OF INTEREST SITUATIONS
9. A person of the LBC shall be placed in a situation of conflict of interest if, in the course of the performance of his/her duties related to the activities of the LBC, he/she is required to deal with a matter which is:
9.1. related to your own and/or your Close Persons’ work in legal entities;
9.2. relates to pecuniary and/or non-pecuniary interests of Close Persons or Connected Persons;
9.3. in connection with his/her and/or his/her Close Persons’ or Connected Persons’ participation in legal persons (for example, a person or a person close to him or her is the owner, co-owner or founder of a legal person);
9.4. relates to his/her and/or his/her Close Persons or Related Persons’ memberships and positions in legal persons (e.g. membership of a confederation, NGO);
9.5. related to individual activities carried out by him/her and/or his/her Close Persons;
9.6. relates to natural or legal persons from whom the person and/or a person close to the person receives and/or provides gifts, services, etc.;
9.7. relates to natural persons with whom the person has friendship, kinship or other personal ties, etc.;
9.8. relates to other circumstances and/or data concerning natural and/or legal persons which may give rise to a conflict of interest.
10. This is an illustrative, but not exhaustive, list of private interests that may give rise to conflicts of interest for individuals. Each case is individual and should be assessed on its own merits, taking into account the specific circumstances.
IV. PRINCIPLES FOR PREVENTING CONFLICTS OF INTEREST
11. In order to prevent conflicts of interest, the following principles shall guide the persons of the LBC:
11.1. the principle of impartiality – in the event of circumstances likely to give rise to a conflict of interest, a person shall notify the LBC of his/her disqualification from participation in the preparation, discussion or adoption of decisions in accordance with the procedure laid down;
11.2. the principle of priority of interests – conflicts of interest shall always be avoided, but in cases where a conflict of interest situation cannot be avoided, the interests of the LBC shall always take precedence;
11.3. the principle of compliance with duties and good practice – the implementation of any provision of this Policy must comply with both the dutiesimposed on the relevant LBC person and the rules of conduct established by good practice;
11.4. in accordance with the principle of transparency and accountability – the processes of managing conflicts of interest must be as transparent as possible, and the circumstances that may cause a conflict of interest situation must be known to the widest possible circle of persons, as far as the applicable legal acts allow;
11.5. the principle of proactivity and integration into daily activities – the prevention of conflicts of interest is a daily part of the performance of the duties of every person in the LBC and every person in the LBC must take active steps to prevent conflicts of interest from materializing.
V. MANAGING CONFLICTS OF INTEREST
12. The management of conflicts of interest includes the declaration of private interests and the exercise of the duty to disqualify in accordance with the procedures set out in this Policy:
12.1. The declaration of private interests is a tool for the prevention of conflicts of interest in the management of the activities of the LBC, helping to identify potential areas of conflicts of interest and to take timely preventive action;
12.2. The exercise of the duty to disqualify implies that the person of the LBC takes active steps to demonstrate and justify the impartiality and objectivity of his/her decisions in a real situation of conflict of interest.
VI. DECLARATION OF PRIVATE INTERESTS
13. The declaration of private interests is voluntary for LBC persons.
14. If a LBC person has chosen to declare his/her private interests, he/she may do so in one of the following ways:
14.1. by completing a declaration of interests form and submitting it in accordance with the procedures laid down by the LBC Management Board;
14.2. by completing and submitting a declaration of private interests by electronic means through the Electronic Declaration of Interests Information System of the State Tax Inspectorate under the Ministry of Finance of the Republic of Lithuania (hereinafter referred to as the EDS). The declaration of interests shall be completed and submitted in accordance with the provisions of the Rules on Completion, Correction and Submission of Declarations of Private Interests, approved by the Decision of the High Official Ethics Commission of 5 July 2012 No KS-84, which regulate the requirements for completion, correction and submission of the declaration form ID001 and its annexes.
15. The data provided by a person declaring his/her private interests shall be used for the prevention of conflicts of interest, in order to identify and assess whether there is a perceived or actual conflict of interest, and what the impact of a potential conflict of interest may be on the activities of the LBC.
16. The filing or failure to file a declaration of private interests or a statement of interests shall not remove the LBC person’s duty and responsibility to ensure that no conflict of interest arises.
17. A LBC person may omit data about a spouse, cohabitant or partner if the spouses, cohabitants or partners are separated, do not have a common household and therefore do not have knowledge of such data, or if the LBC person is prohibited from disclosing the Closer’s personal data in accordance with the requirements of the applicable legislation. Also if the persons close to you do not present a likely conflict of interest (e.g. they do not engage in commercial activities, are not involved in the management of legal persons or do not have an employment relationship).
18. In the event of a change in the particulars contained in a declaration of private interests or a statement of interests, or of the emergence of new particulars, or of new circumstances which may give rise to a conflict of interest, the LBC person shall update the declaration or the statement of interests within 30 calendar days from the date on which the change in the particulars, the emergence of the particulars, or the appearance of the new circumstances came to light.
VII. IMPLEMENTATION OF RECUSAL AND SUSPENSION
19. The LBC shall be obliged to submit, in accordance with the procedures set out in this Chapter, a notice of disqualification from participation in the preparation, consideration or adoption of decisions which present a real or potential conflict of interest.
20. The notice of resignation shall clearly disclose the circumstances leading to the resignation of the LBC.
21. The LBC person’s notice of recusal shall be made public to the persons involved in the preparation, consideration or adoption of the decision on which the LBC person has recused himself or herself. The LBC person’s recusal shall be recorded in writing in an appropriate document (e.g. email, minutes, etc.).
22. The person shall submit the notice of recusal to the LBC:
| LBC person | Submission of resignation |
| Member of the Board | The Council, as the collegiate management body |
| Member of the Management Board | For the Board |
| a member of a body elected or appointed by the LBC General Meeting, the LBC Board or the LBC Management Board | To the President and one of the Vice-Presidents of LBC |
| Managing Director | To the President and one of the Vice-Presidents of LBC |
| Employee | To the Director General and the President of LBC |
23. The persons or bodies referred to in paragraph 21 of the Policy shall decide whether to accept the recusal of a LBC person.
24. An LBC person’s recusal shall be accepted if the decision-makers or bodies determine that the information provided by the LBC person in the notice of recusal constitutes a real conflict of interest or a credible threat of a conflict of interest.
25. If the decision-maker or body considers that the circumstances set out in the LBC person’s notification of recusal do not constitute sufficient grounds for a conflict of interest to arise, or that the acceptance of the recusal of the LBC person would not allow the decision to be taken, the decision-maker or body may refuse to accept the recusal of the LBC person.
26. Pending a decision on whether to accept the LBC person’s recusal, the LBC person expressing the recusal shall not take part in the preparation, consideration or adoption of decisions relating to the information contained in the LBC person’s notification.
27. If the decision-maker or body accepts the recusal of an LBC person, that person shall not take part in the preparation, discussion or adoption of the decisions from which he or she has recused himself or herself. If the decision-maker or body does not accept the recusal of an LBC person, that person shall, at his or her discretion, participate or not participate in the preparation, consideration or adoption of the decisions from which he or she recused himself or herself.
VIII. FINAL PROVISIONS
28. If an LBC person has failed to comply with the obligation to submit a notice of recusal, or if, after the person or body which considered the notice has taken a decision to approve the LBC person’s recusal, the LBC person has taken part in the preparation, discussion or adoption of the decisions from which he or she has recused, he or she shall be liable in accordance with the procedure laid down in the Statutes of LBC.
29. In assessing the compliance of an LBC person’s conduct with the provisions of this Policy, it is not necessary to establish that the LBC person who has acted in breach of the obligation to avoid conflicts of interest has derived a specific personal benefit from that conduct. It is sufficient that he/she has failed to take the measures set out in the Policy to avoid situations of conflict of interest in his/her activities, i.e. by failing to comply with the obligation to declare his/her disqualification or to disqualify himself/herself by confirming his/her participation in the drafting, discussion or adoption of a decision giving rise to a conflict of interest.
30. The Managing Director is responsible for ensuring that the content of the Policy is up-to-date, compliant with the provisions of the legislation and other internal documents, and timely updated.