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American Public Transportation Association

 Conflict of Interest and Disclosure of Other Interests

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The American Public Transportation Association (“APTA”) and its volunteer leaders are dedicated to serving the interests of APTA’s constituency in the most honorable and ethical manner possible. Among APTA’s duties is the responsibility to provide assurance to its constituencies that debates, decision-making and all governance at APTA are conducted in an objective and bias-free context. Among the duties of volunteer leaders of APTA is a duty of loyalty—to place the best interests of the association uppermost when acting on APTA’s behalf. This duty of loyalty, or “fiduciary” duty, encompasses the obligation to avoid or disclose any other interests that could dilute, diminish, or divide a leader’s unqualified loyalty to complete commitment to APTA. Where such interests exist or even appear to exist, they are conflicts of interest that APTA is responsible to manage to ensure bias-free governance.

Volunteer leaders must disclose other interests at least once each year or more frequently if other interests arise. Once disclosed, the APTA Executive Committee must decide what if anything to do in response to disclosures of other interests. This may include asking the volunteer leader to recuse themselves from participating in any debates or resolution of matters where the volunteer leader has other interests or, in rare cases, the volunteer leader may be asked to resign from their leadership position to properly manage the conflict of interest.

The Executive Committee has determined that the conflicts of interest disclosure statement are required for officers, directors, and heads of committees.

Other interests are defined as:

Ownership, employment, or volunteer or agency interest or involvement in a commercial entity or nonprofit organizations that competes with APTA;

Ownership, employment or volunteer or agency interest or involvement in a commercial entity or nonprofit organization that is or seeks to be, a vendor of products or services to APTA; or

A position as spokesperson, consultant, employee, or agent for another commercial or nonprofit organizations that advances opposing or adverse public policy positions from those of APTA.

APTA includes its subsidiaries and affiliates. Disclosure by the volunteer leader of other interests includes disclosing such other interests held by business associates and family members.

Disclosure shall be made at least annually when requested by the Executive Committee and after that at any time throughout the year when another interest arises or becomes known that was not disclosed at the time of, or has significantly changed since, the annual disclosure. Disclosures must be in writing and the format for such disclosure is contained in this document.

The volunteer leader must disclose sufficient information about any other interests to permit an evaluation of what the effect of the other interest might have on the leader’s participation in APTA governance. If there is any confidential information, the volunteer leader must mark the information as such and APTA will make every endeavor to keep the information confidential unless confidentiality would preclude the Executive Committee from fairly evaluating the disclosure.

It is APTA’s prerogative, not the disclosing volunteer leader’s, to decide regarding corrective measures with respect to other interests. The Executive Committee may determine that disclosure by the volunteer leader may sufficiently offset any possibility of subjectivity or bias. Or, the Executive Committee may ask the volunteer leader to recuse themselves from any discussions, debate, or votes regarding matters impacted by the volunteer leader’s disclosure. Or, the Executive Committee could ask the volunteer leader to resign from his or her leadership position because the other interest is so pervasive and extensive that the volunteer leader’s participation in discussions, debates, or voting will adversely affect APTA’s governance.

If a leader fails to disclose a potential conflict or an actual conflict, he or she will be notified in writing by the Chair and Vice Chair of the offending conflict and provide the leader 30 days to respond in writing. Upon receipt of the leader’s response, the Chair and Vice Chair will conduct the necessary investigation to assist in them in determining whether the leader has not met the requirements set out in this policy. If the Chair and Vice Chair determine that a leader’s conduct has fallen below the requirements of this policy, they shall develop a recommendation for censure to provide to the Executive Committee, which may include: verbal reprimand; written reprimand; suspension from the leadership position for a period as determined by the Chair and Vice Chair (during such time the leader is barred from holding any type of leadership position in APTA); expulsion from the leadership position either permanently or for a period as determined by the Chair and Vice Chair (during such time the leader is barred from holding any type leadership position in APTA); or expulsion from APTA either permanently or for a period as determined by the Chair and Vice Chair (during such time the leader is barred from holding any type leadership position in APTA).

The recommendation of the Chair and Vice Chair shall be put forward for a vote by the Executive Committee. A leader may be censured as outlined above if a majority of the Executive Committee present votes in favor of the Chair and Vice Chair’s recommendation of censure. The censure action taken by the Executive Committee may be reversed by two-thirds of the Executive Committee present voting affirmatively to reverse the censure.

Disclosure of Other Interests:

As a volunteer leader of APTA, I, _____________________________ (print name), recognize that APTA must provide bias-free governance to APTA’s constituency, and that I owe a duty of loyalty to APTA. One aspect of fulfilling my duty is to avoid or disclose any other interests consistent with APTA’s conflict of interest policy. I am therefore disclosing the following other interests as defined above and I will provide further information if requested and will cooperate with any review and evaluation on behalf of APTA. (Note: You may indicate “N/A” if a section is not applicable to you.) 

1. Ownership, employment, or volunteer or agency interest or involvement in a commercial entity or nonprofit organizations that competes with APTA: ________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ 

2. Ownership, employment or volunteer or agency interest or involvement in a commercial entity or nonprofit organization that is or seeks to be, a vendor of products or services to APTA: ________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ 

3. Position as spokesperson, consultant, employee, or agent for another commercial or nonprofit organizations that advances opposing or adverse public policy position from those of APTA: ________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________ 

Please use additional sheets of paper or attach explanatory documents, if appropriate. Please also indicate whether any information provided above should be kept confidential by APTA. 

I hereby certify that this information is accurate and complete to the best of my knowledge and ability.

____________________________ Date: _______________________________ Signature ​​​
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