Руководство для организаций движения Викимедиа по ситуациям конфликта интересов

Конфликт интересов (КИ) возникает, если у Вас есть личный или финансовый интерес, который противоречит Вашим обязанностям перед миссией проекта Викимедиа. Если у Вас есть долг перед организацией Викимедиа, то этот долг является Вашей основной обязанностью. Другой личный интерес не должен влиять на Вашу способность принимать решение в интересах проекта Викимедиа.

This guide focuses on conflict of interest from a governance perspective, namely on whether you have an outside relationship that may interfere with your duty to act in the best interest of Wikimedia. The guide represents the perspective of the WMF, and it is not legal advice. It is not meant to be an exhaustive list of recommendations, but it should help you take the first step in identifying and managing a conflict of interest. Please note that a particular jurisdiction may have different or additional requirements. If you feel you need personalized advice, please contact a lawyer.

Шаг 1: Определите конфликт.

You have a potential conflict of interest if you are making a decision about Wikimedia movement resources, and your decisions will also affect your personal interest. Wikimedia movement resources include all types of financial or personal benefits, such as grants, staff time, scholarships, trademark licenses, fellowships, employment opportunities, travel reimbursements, and conference resources. However, where the benefit is too intangible or attenuated to influence you, it does not trigger a conflict of interest.

A personal interest includes a financial or personal relationship with another organization, such as employment and ownership, including your immediate family's employment and ownership. The closer the relationship, the more likely it is to create a conflict of interest. Close relationships, such as family, business partners and good friends, are highly likely to create one.

Major categories of conflicts of interest include:

• Self-interested funding, contracting, or hiring: you may not use your position in an organization to influence a decision to provide funding to another organization where you (or your business partner or family member) have a financial ownership interest; or give a job to a friend, business partner, or family member without going through the normal hiring process.

• Improper influence: you may not accept a personal benefit (such as money or a personal favor) in exchange for influencing your organization activities or promoting another person or entity's interests in the organization.

• Misuse of information or property: you may not use information or property you have access to at the organization, which others do not, for a personal benefit (such as money or a personal favor).

• Accepting undue benefits: you may not accept a significant gift or favor that puts you under obligation to the person who gave it to you.

Шаг 2: Урегулируйте конфликт.

Being in a conflict of interest is not itself unethical—it is how you handle a conflict of interest that may raise ethical issues. Conflict of interest problems are not uncommon and can often be avoided (or managed) by vetting the decision through existing procedures. Please recognize that legally managing a conflict of interest may have other rules in your jurisdiction, so you should consult an attorney if you have a significant conflict.

Remember to always:

• Actively disclose potential conflicts of interest. Strive to achieve a "culture of candor" where people feel free to discuss possible conflicts when they are unsure. Record your disclosures for reference by your organization's directors.

• Discuss whether a conflict of interest exists. Discuss the potential conflict of interest, and decide whether one actually exists, without the participation or presence of the interested person. Please note, the board may still ask the interested person for information about the conflict so it can make the proper decision. If you are still unsure, we recommend you seek local legal advice.

• Exclude the interested person from the decision making. An interested person should not participate in voting or otherwise exert influence over the decision. In some situations, they may need to leave the room during the vote on issues they have a conflict with.

• Exercise due diligence when making the decision. The organization should research alternatives that do not present a conflict (if possible). Otherwise, decide if the decision is in the organization's best interest and whether it is fair and reasonable to the organization (e.g., is it the best price? Is this person the most qualified candidate for the job?). Record the process and basis that you used to reach this decision.

Consider taking some preemptive steps to avoid future conflicts of interest:

• Implement a policy on identifying conflicts of interest. You may use the Guidelines on potential conflicts of interest implemented by the WMF's Board or reference the WMF conflict of interest policy. Another reference you may use is Supbart B of the US Code of Federal Regulations related to the standards of ethical conduct for government employees.

• Implement a gift policy to avoid the appearance of bias. Consider prohibiting staff and board members from accepting gifts, money, or gratuities from: (1) anyone receiving benefits or services from the organization; (2) any person or business performing or looking to perform a service under contract with the organization; (3) any person who is otherwise in a position of receiving a benefit from the actions of an employee.

Further reading

• Other conflict of interest guides: Northern Ireland Council for Voluntary Action: Conflict of Interest Guide; National Council of Nonprofits; Internal Revenue Service (IRS).

• Major categories on conflicts of interest were adopted from Canadian Council for International Co-operation's Example Policy.

Practical examples

The following examples generally create a potential for a conflict of interest:

Chapter members sit on a Wikimedia advisory committee, such as the Funds Dissemination Committee, and decide a matter that impacts their chapter.

• In this example, the chapter member has a potential conflict between their duty to the Wikimedia Board and the chapter, which are two separate entities. In this case, the committee member should manage the potential conflict by recusing from any decisions that may affect their chapter.

Chapter officials (e.g., President) uses his title to achieve private gain, like sending an official chapter email to ask for a grant to an organization that his wife heads up.

• This presents a potential conflict between the personal interests of the official and their duty to their chapter. Even if the chapter official discloses the private gain to the chapter's board, he or she (or his or her family) must not receive any personal benefit.

The Wikimedia Foundation seeks to enter a contract with a board member's employer.

• The board member has a personal interest (their employer's financial interest) that may compete with their role on the board. Therefore, under the WMF's conflict of interest policy, the interested board member must be recused from any decisions about the contract.

The following examples generally do not present conflict of interest issues:

Board members decide on procedural matters that may affect their seat on the board (e.g. changing the number of seats on the board or selecting board officers).

• Board members have an obligation to vote on decisions that will affect the overall structure of the organization, even if it may have some consequences for their position within the organization. Board members may not need to be recused from these decisions, although they should make a decision in the best interest of the organization, and not their own personal interest.

Committees within a single organization working together.

• Communications among staff and committees of an organization are not precluded by a conflict of interest, simply because of the focused mandate of the committee or staff. The WMF staff and committees are required to serve the same mission, ultimately report to the WMF Board, and do not have competing interests.

Decisions affecting an acquaintance or casual friend.

• If the relationship is nothing beyond a general acquaintance, and there is no exchange of goods of value or exchange of promises, recusal is normally not necessary. Working with people we already know is merely evidence of a strong network, which is a positive thing for our movement.