Council Business Rules

Council Business Rules for the Equine Podiatry Association (UK)

Issue:1.0

Last updated: 24th April 2024

The following rules add to and clarify the provisions made in the Memorandum and Articles of Association of the Equine Podiatry Association (UK) and any relevant statute such as the Companies Act 2006. These rules shall not supersede any provisions made in statute.

All members of the EPA council should be aware of the possibility of conflicts of interest and situations that might create a perception of a conflict of interest.

  1. Where a council member becomes aware that he or she has a conflict of interest relating to matters on the agenda for a council meeting or other such council discussion, this must be declared at the start of the meeting. This also applies where there is no actual conflict of interest but an outside observer might reasonably perceive the possibility of a conflict of interest.
  2. Where a council member becomes aware during the course of a meeting or discussion that there may be an actual or perceived conflict of interest, this must also be declared to the rest of the council.
  3. Where a council member becomes aware that another council member may have an actual or perceived conflict of interest, there is a duty to make the council aware of this.
  4. Where an actual or perceived conflict of interest is declared, the council must consider what action is appropriate to take to ensure that the council acts solely in the interests of the Equine Podiatry Association. The council may wish to seek further legal guidance on its fiduciary responsibilities in such situations.
    1. The council may decide to exclude the conflicted member from the relevant council activities and voting
    2. The council may feel that the input of the conflicted member is useful in discussions and hence will allow the conflicted member to contribute but will exclude the conflicted member from voting
    3. The council may feel that the perceived conflict of interest is not real or a reputational threat and may decide to allow the potentially conflicted member to take full part in council activities and voting whilst documenting the reasons for this decision in council minutes.
  5. Where a council member has a conflict of interest that is significant and wide-ranging, the council may decide that its impact is such that the council member’s position on council is no longer tenable. In such situations, the council may vote to remove the member from council. In calculating the quorum for such a vote, the conflicted member shall not be included in the quorum.