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January 2012

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Code of Ethics Vitendo Gateway Sacco A. INTRODUCTION 1) Preamble Sacco society like other institutions is faced with situations, which call for ethical guidelines. Committee members for example communicate both in public and in the private with members, during counseling sessions and generally they are so expected at all times to behave in ways that do not violate or infringe on the individual rights of the members. In recent times we have had social and financial exploitation of members of various societies by Management. Society therefore needs a code of ethics to guide the society from these abuses. All Sacco Board members must abide by the legislative and regulatory obligations imposed on Sacco. This Code provides guidance on these obligations and other agreed standards of practice. It gives guidance in areas where the board members need to make personal and ethical decisions. Ethics are moral principles adopted by an individuals or group of people to provide rules for right conduct. They involve what is right and correct. Ethical code is designed to protect the leadership from misconduct, and to protect the society members from abuse and exploitation. Other terms that are related to ethics are morality and values. According to Purtillo morality is concerned with relations between people and how they ought to behave towards one another in order to live in peace and harmony. Purtillo further points out that; moral behavior is meant to protect values that are cherished by the society members. On the other hand, values pertain to what is good and desirable The code of ethics outlined in this document, therefore, represents standards of ethical behavior in counseling relationships, individual conduct in communication and administration of Sacco matters. It will serve as an ethical guideline to all board members and as a basis for the adjudication on ethical issues when the conduct of a board member is alleged to deviate from the standards expressed or implied in the code, board members hereby refer to the following categories of people: CMC members, Supervisory committee, Education Committee, Credit committee. It is recognized that all board members are leaders in the society.

The intention of this policy is to:

o o o o o

Give guidance to all board members on the standards of conduct required by the Sacco. Define breaches of conduct. Describe the consequences of breaches of conduct. Explain the rights of board members. Outline the societys set of ethical standards of honesty, integrity and fairness.

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Code of Ethics Vitendo Gateway Sacco There are norms of behavior or conduct, which are expected to be adhered to, in order to protect the interests of the Sacco, fellow colleagues and clients. All board members are expected to, and normally do, behave in a responsible and professional manner at all times in the performance of their duties and in their relationships with colleagues and members.

2) Rationale Sacco society code of ethics is based on the belief that the International Financial Reporting Standard is the measure against which business ethical decisions are tested. As Collins stated The worker must respect each individual as a person of worth. The leader must seek what is best for the individual society member. This includes responsible living, acting and guiding in accordance with the Sacco principles. A loving and just board member cares about the good or bad that comes from his/her conduct. 3) Scope This code of ethics shall apply to Saccos Board members, who will include CMC members, Supervisory committee, Education Committee, Credit committee members and all those other committees involved in the society. 4) Implementation The Sacco shall be responsible for the implementation of this code as far as it relates to the Supervisory committee, Education Committee, Credit committee members. The board shall be responsible for discipline as it relates to other members of staff. The code of ethics shall be signed by a board member as a confirmation that he/she will adhere to the same. B. ITEMS OF THE CODE. The terms CMC and Board will in this document be used synonymously. 1) Conduct and Property

1.1Sacco CMC members shall maintain high standards of moral conduct. 1.2The private conduct of the board member is as important as his/her public life. He/she should therefore be blameless and above reproach in all things. 1.3The CMC member shall not participate in, condone or be associated with dishonesty, fraud, deceit, or misrepresentation of truth or facts. 2) Competence 2.1. The board member shall exhibit excellence and proficiency in his/her practice and performance of 3| Page

Code of Ethics Vitendo Gateway Sacco his/her duties. 2.2. He/ She shall accept an assignment/responsibility commensurate with his/her duties. 2.3 He/ She shall not misrepresent professional qualifications, education, experience or affiliations. 3) Service 3.1 The board member shall embark on his service obligation, assignment with dedication and diligence. 3.2 He/ She is to assume ultimate responsibility for the quality and extent of service provided to individuals or groups of people. 3.3 He/ She shall not discriminate or show inhuman treatment to any person or groups on the basis of race, ethnicity, color gender, age, marital status, political belief, mental or physical handicap, personal characteristics, conditions or status

4) Integrity 4.1. The CMC shall act in accordance with professional integrity and impartiality. 4.2. He/ She resists any external influences that interfere with the provision of society, that present a conflict of interest and/ that are contrary to the Co-operative society principles. 4.3. He/ She shall not exploit or take advantage of the members socially, financially, spiritually and otherwise.

5) Ethical Responsibility to Individuals and Groups 5.1 The Committee member shall serve individuals with devotion, loyalty, determination and the maximum application of experience. 4| Page

Code of Ethics Vitendo Gateway Sacco 5.2. As much as is practical the board member shall not counsel members of opposite sex in a compromising situation such as secluded places, alone and so forth, without the presence of a third party. 5.3. He/ She shall under no circumstances engage in sexual or other immoral and/or indecent activities.

6) Confidentiality 6.1. The board member shall maintain confidentiality of all confidential information, material and all other resources given to him/her. For the purpose of this policy, confidential information means any information which is not generally known to the public/ the society members or other institutions and belongs to the society, or learned, discovered, developed, conceived, originated or prepared during, as a result of, or in connection with ones work in the society or relating to the CMC members or other persons. 6.2. In dealing with members, the board member should inform them fully about the limits of confidentiality in a given situation. 6.3. The information given by members in the course of transacting business with the Society must never be divulged to third parties without their express consent. Where withholding certain information may amount to criminal offence or jeopardize life.

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Code of Ethics Vitendo Gateway Sacco 7) Ethical responsibility to colleagues. The board member shall treat his/her colleagues with respect, courtesy, fairness and good faith. Consequently, he/she shall: 7.1. Co-operate with colleagues in order to promote and advance working relationship 7.2. Not divulge confidential matters shared by other team players in the society. 7.3. Maintain a good working environment, which is conducive for others to work efficiently and comfortably. 7.4. Treat other colleagues with respect. 7.5. Represent accurately and fairly, the qualifications, views and findings of colleagues and use appropriate channels to express opinion on these matters. 7.6. At all the times act with due consideration for the interest and reputation of the society. 7.7. Extend respect to members of other Co-operative societies. 8) Ethical Responsibility to the Co-operative. The board member shall adhere to the commitments made to the society. Consequently he/she shall: 8.1. Work to uphold and improve the society policies and procedures, and the efficiency and effectiveness of its services. 8.2. Act to prevent and eliminate all forms of discriminations on employment policies and practices. 8.3. Use the Sacco resources with diligence and only for the purpose for which they are intended.

9) Ethical Responsibility to Personal Growth and Development. It is expected that every board member shall uphold and advance the values, ethics, knowledge and 6| Page

Code of Ethics Vitendo Gateway Sacco mission of his/her profession/assignment. Consequently he/she shall: 9.1. Protect and enhance the dignity and integrity of his/her profession/assignment. 9.2. Take action through appropriate channels against unethical conduct by other colleagues. 9.3. Critically examine and keep current with emerging issues/knowledge relevant to the Society.

C. DISCIPLINE In instituting discipline, the following procedures shall be followed. The issue shall be dealt with at an individual level, where the person who has breached the code of conduct shall be summoned and the error shall be communicated to him/her. In the event that the offender does not take any measures to rectify any of his/her conduct, the person will be confronted again in the company of other committee members. In the event the offender refuses to listen, the matter shall be taken to the board meeting for institution of discipline.

Where a board member is proved to have breached the code of conduct, appropriate disciplinary measures may be instituted by the CMC. In instances where there is gross violation of moral and ethical values e.g. immorality, fraud, theft, doctrinal pervasion etc, the offender shall be requested to step down from the committee until the matter has been investigated and decision made relating thereto.

The Board members of Sacco acknowledge and accept the scope and extent of our duties as directors. We have a responsibility to carry out our duties in an honest and businesslike manner and within the scope of our authority, as set forth in the By-Laws of the Society. We are entrusted with and responsible for the oversight of the assets and business affairs of the society in an honest, fair, diligent and ethical manner. As Directors we must act within the bounds of the authority conferred upon us and with the duty to make and enact informed decisions and policies in the best interests of society and its members. The board has adopted this Code of Conduct and we are expected to adhere to the standards of loyalty, good faith, and the avoidance of conflict of interest that follows: Board Members will: Act in the best interests of, and fulfill their fiduciary obligations to members; Act honestly, fairly, ethically and with integrity maintaining Sacco Integrity;

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Code of Ethics Vitendo Gateway Sacco Conduct themselves in a professional, courteous and respectful manner; Comply with all applicable laws, rules and regulations; Act in good faith, responsibly, with due care, competence and diligence, without allowing their independent judgment to be subordinated; Disclose potential conflicts of interest that they may have regarding any matters that may come before the Board, and abstain from discussion and voting on any matter in which the board member has or may have a conflict of interest Make available to and share with fellow board members information as may be appropriate to ensure proper conduct and sound operation of society and its Board members. Respect the confidentiality of information relating to the affairs of the society acquired in the course of their service as board members, except when authorized or legally required to disclose such information. Not use confidential information acquired in the course of their service as board member for their personal advantage. A board member who has concerns regarding compliance with this Code should raise those concerns with the Chairman of the Board who will determine what action, shall be taken to deal with the concern. In the extremely unlikely event that a waiver of this Code for a board member would be in the best interest of the society, it must be approved by the AGM. Board members will annually sign a confirmation that they have read and will comply with this Code.

The basis for our entire business is that we are ethical, truthful and dependable. It takes time to build a reputation. We are not just promoters. We are business people with a solid, permanent, constructive ethical program that will be in style years from now even more than it is today. The Saccos Board is entrusted with and responsible for the oversight of the Societys affairs in an honest, fair, diligent and ethical manner. The Board has long believed that good corporate governance is critical to fulfilling the Saccos obligations to members. We have and will continue to strive to be a leader in this area. The Board members believe that good governance is a journey, not a destination. Accordingly, we are committed to reviewing our governance principles at least annually with a view to continuous improvement. One thing that will not change, however, is our commitment to ensuring the integrity of the Saccos systems in all its dealings with stakeholders. 8| Page

Code of Ethics Vitendo Gateway Sacco Affirmation To be signed by all CMC Members and witnessed by the Supervisory Committee Officials

NAME 1. 2. 3. 4. 5. 6. 7. 8. 9. 1 0.




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