Policy..............

Governance
Revised Policy....................
BOD Approve….(Ex Comm)
6/15/08

SUBJECT: Conflict of Interest and Disclosure – Policy and Procedures (Society

Leadership, Committee Members and Executive Staff)

Article I.Purpose:
The members of the Board of Directors of the Society for Simulation in Healthcare (SSH),
and its officers, committee members and executive staff assume a fiduciary duty, including a
duty of loyalty, to act in the best interests of SSH, as well as in accordance with applicable
state and federal laws and regulations and the SSH Bylaws. A conflict of interest occurs
when any such person has a material financial or beneficial interest which is likely to affect
decisions made by or on behalf of SSH, or participates in other activities which significantly
may impair the objectivity of or inappropriately influence such person’s decisions or actions
on SSH matters. Examples of conflicts of interest or potential conflicts of interest include, but
are not limited to, financial or governance relationships with proprietary entities producing
healthcare goods or services, or other outside ownership, investment or business interests or
compensation arrangements.

It is the policy of SSH that the members of its Board of Directors, and its officers, committee
members, and executive staff shall make full disclosure of conflicts of interest or potential
conflicts of interest, and shall otherwise conduct themselves in accordance with the
procedures herein contained to address such conflicts of interest or potential conflicts of
interest. The SSH recognizes that conflicts of interest are unavoidable, and therefore
appropriate management is needed to promote equitable and responsible decision-making
by the Board of Directors, the officers, and committee members. In some cases, disclosure of
a perceived conflict of interest is sufficient, but in others other management including
potentially recusal from discussion or divestiture may be needed. The final decision for the
appropriate management resides with the Board of Directors.

SSH recognizes the importance of providing opportunities for interaction between its
individual members and companies involved in design, development, and production of
simulation programs, equipment, services, etc. SSH members are encouraged to
participate in needs assessments, research and technology/technique development, and
training. Such participation and interaction, however, are to be consistent with this policy.

Article II.Directors, Officers, Committee Members and Executive Staff

Section II.1Situations and Principles
(a) Director's, officer’s, committee member’s and executive staff’s institutional and/or
individual responsibilities occasionally may involve a matter which is brought to the
SSH or one of its component Committees for action;
(b) based upon their external interests, the involvement of directors, officers, committee
members or executive staff in their deliberations and decision making regarding the
matter may constitute, or be perceived to constitute, a conflict of interest;
(c) whenever a Director, officer, committee member or executive staff member has a
potential conflict of interest, or one might reasonably be interpreted as existing, action
shall be taken in accordance with this policy to manage the conflict of interest.
Section II.2Responsibilities
All Directors, officers, committee members and executive staff
(a) Should make every reasonable effort to avoid being placed in positions of conflict of
interest;
(b) Must always disclose any actual or potentially perceived conflict of interest and must
abstain from voting on any matter/issue/policy in which there is an actual or
potentially perceived conflict of interest;
(c) Must ask for guidance from the Board of Directors as to potential or self-perceived
conflicts of interest;
(d) Should, unless asked by the Board of Directors or a majority of the relevant
Committee (not including the involved person), when a potential conflict of interest
exists, recuse themselves from any and all discussions and deliberations about the
involved issue by or with the Board of Directors as a whole, individual Directors,
officers, committees, executive staff or other staff of the SSH;
(e) Must never surrender independent judgment to that of other individuals or special
interest groups;
(f) Must always maintain the confidentiality of information that is imparted by or about
SSH as confidential or privileged;
(g) Must never use the position of SSH Director, officer, committee member or executive
staff member for personal gain;
(h) Must not access information from the SSH offices which are unavailable to those who
are not Directors, officers, committee members or executive staff, unless it pertains
directly to business of the Board of Directors, officers, committees, or delegated
duties of the executive staff, respectively.

Article III.Procedures:
• Upon commencing service to SSH as a member of the Board of Directors, officer,
committee member, or executive staff, each such person shall be provided with a copy
of this SSH “Conflict of Interest and Disclosure – Policy and Procedures (Society
Leadership, Committee Members and Executive Staff)” and shall complete and sign a
“Disclosure and Confirmation of Compliance with the Society for Simulation in
Healthcare Conflict of Interest and Disclosure Policy” form (Form), as attached hereto,
to the best of his/her ability. The person shall disclose any material financial or
beneficial interest(s) that possibly could affect his/her decision making, and disclose
any activity which may possibly impair his/her objectivity in carryout his/her duties on
behalf of SSH.
• Completed forms shall be submitted to the Executive Director no later than thirty (30)
days after commencing such service to SSH.
• Every member of the Board of Directors, officer, committee member, and executive
staff shall update and resubmit such Form annually at, or no later than thirty (30) days
after, the annual meeting of the SSH.
• At any time that an additional or undisclosed conflict of interest arises or becomes
apparent to such person, he/she shall make a further disclosure of the conflict of
interest, in writing if feasible, but if not feasible, then orally at the forum to which the
conflict of interest is pertinent, and in writing to the Executive Director promptly
thereafter. Such further disclosures shall be appended to the Form as annually filed.
• The Executive Director shall compile all such Forms and appended disclosures, and
make note of all oral disclosures, and shall make these records available to the Board
of Directors on a regular basis, no less than annually, or as requested by the Board.
• When a member of the Board of Directors, officer, committee member or executive
staff has a conflict of interest, he/she shall abstain from participating in the matter to
which the conflict pertains, by leaving the room and recusing him/herself from
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 discussion, debate, and action on the matter. Further s/he shall not be counted when
ascertaining a quorum for the vote on the matter.
• In the case of a potential conflict of interest, the Board of Directors or the relevant
Committee (either body by majority vote not counting the involved person) may
determine to allow the involved person to participate in discussion and deliberation of
the matter, provided such body determines that such participation is not contrary to the
best interests of SSH; such determination shall be included in the minutes of the
relevant meeting. In all cases, of conflict of interest or potential conflict of interest, the
relevant forum may, in its discretion, permit the involved member the opportunity to
provide information and answer questions about the conflict or potential conflict and
about the matter before the forum.
• Any questions or uncertainty among the Board of Directors on how to manage or
resolve any disclose or revealed conflicts of interest as described in this policy shall be
submitted for review by SSH legal counsel for guidance and advice.
• The Board of Directors shall regularly and consistently monitor and enforce
compliance with this policy and these procedures, so as to ensure that, in all its
activities and transactions, SSH’s best interests are protected against the possibility of
breaches of fiduciary duties, illegal or unethical behavior, self-dealing, private
inurement or excessive personal benefit resulting from actual or potential conflicts of
interest, and that the charitable tax-exempt status of SSH is maintained. Such
monitoring and enforcement shall include such measures as periodically reviewing
SSH business transactions and compensation arrangements and the receipt and
content of the Forms submitted under this policy and procedures, and taking
corrective action where appropriate, to assure compliance with the policy and
procedures and to further the SSH’s charitable purposes.

Article IV.Disclosure statements:

The “Disclosure and Confirmation of Compliance with the Society for Simulation in
Healthcare Conflict of Interest and Disclosure Policy” form (Form) herein provided for is
attached hereto as a part of this policy, and as such is hereby approved by the Board of
Directors. Such Form may be submitted with original or electronic signature.

Article V.Review and Action on Disclosure Statements:

The Board of Directors, or its designee, is responsible for periodically reviewing submitted
conflict of interest disclosure statements. The Board can take one of the three possible
courses of action with respect to each statement in which a conflict is acknowledged:
(a) There is no serious conflict. No action, short of appropriate disclosure, needs to be
taken. This is the most common action.
(b) There is a serious conflict. Either the Board, committee or executive staff member
must be removed from the Board, committee, or staff, or the Board, committee, or
staff member must divest the conflicting interest or withdraw from the conflicting
relationship. Disclosure alone is insufficient to handle the conflict.
(c) There is an intermediate conflict. The presence of such a conflict is compatible with
concurrent membership on the Board, committee, or staff and the conflicting interest
or relationship. The Board should carefully monitor conflict and act as and when it
deems necessary.

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 Conflict of Interest and Disclosure Form

DISCLOSURE AND CONFIRMATION OF COMPLIANCE WITH THE

SOCIETY FOR SIMULATION IN HEALTH CARE
CONFLICT OF INTEREST AND DISCLOSURE POLICY

I, ________________________________________, understand that I am

(please print name)
expected to comply with the Conflict of Interest and Disclosure–Policy and Procedures
(Society Leadership, Committee Members and Executive Staff) of the Society for
Simulation in Health Care (“Policy”).

To my knowledge and belief, I am in compliance with the Policy, and have no interests
subject to disclosure, except as follows:
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________
_____________________________________________________________________

By my signature below, I acknowledge that I have read and understood the Policy. I
understand that I have a continuing responsibility to comply with the Policy, and I will
promptly disclose any interests required to be disclosed under the Policy.

Signature: ________________________________ Date: ________________

Name: ________________________________________

______Director ______Officer ______Committee Member* ______Executive Staff

*(List all committees that you are a member of): _______________________________

_____________________________________________________________________
_____________________________________________________________________
Please return completed form to: Executive Director
Society for Simulation in Health Care
524 Rex Road
Tipton, MO 65081
E-mail: rwootten@ssih.org

Form adopted: 6/15/08 – SSH Executive Committee