Code of Conduct for Board Members
WHEREAS, the Board of Directors (“Board“) of the Rolling Hills Estates Improvement Association (“Association“) has the authority and responsibility to make decisions for the benefit of the entire community; and WHEREAS, the Board wishes to ensure that it and its members (“Board Member“) maintain a high standard of ethical conduct in the performance of the Association’s business and to ensure that the Association’s members maintain confidence in and respect for the entire Board, NOW, THEREFORE, BE IT RESOLVED THAT the Board of the Association hereby adopts the following rules of conduct, standards and behavior, ethical rules, and enforcement procedures that are applicable to all members of the Board:
- Board Members shall act in the best interests of the Association as a whole. Board Members serve for the benefit of the entire community, and shall, at all times, strive to do what is best for the Association as a whole. Board Members shall not use their positions as such for private gain, for example:
- No Board Member shall solicit or accept, directly or indirectly, any gift, gratuity, favor, entertainment, loan, or any other thing of monetary value from a person who is seeking a contractual or other business or financial relationship with the Association.
- No Board Member shall seek preferential treatment by the Board, any of its committees, or any contracors or suppliers.
- No Board Member shall accept a gift or favor made with the intent of influencing a decision or action on any official matter.
- No Board Member shall receive any compensation from the Association for serving on the Board.
- No Board Member shall willingly misrepresent facts to advance a personal cause or influence the community to advance a personal cause.
- No Board Member shall enrich his/her financial status through the use of certain contractors or suppliers.
- Board Members shall comply with governing documents and relevant law. Board Members shall use their best efforts at all times to make reasonable decisions that are consistent with the Declaration, Bylaws, and other governing documents of the Association, and to be familiar with all such documents. Board Members shall likewise comply with and make decisions that are consistent with all applicable laws, including, but not limited to, refraining from discriminating against any person on the basis of race, color, religion, national origin, gender, family status, or mental or physical disability.
- Board Members shall set high standards for themselves as Association members. Board Members shall hold themselves to the highest standards as members of the Association, and shall in all ways comply with the provisions of the Association’s governing documents.\
- Board Members shall work within the Association’s framework and refrain from unilateral action. Board members shall at all times work within the Association’s framework and abide by the system of management established by the Association’s governing documents and the Board. The Board shall conduct business in accordance with state law and the Association’s governing documents, and shall act upon decisions duly made. No Board Member shall act unilateraly or contrary to such decision. Toward that end, no Board member shall seek to have a contract implemented that has not been duly approved by the Board, nor promise anything not approved by the Board to a contractor, supplier or to any other entity.
- Board Members shall behave professionally at meetings. Board Members shall conduct themselves at all meetings, including Board meetings, annual meetings of the members, and committee meetings, in a professional and businesslike manner. Personal attacks against other Board Members, Association members, residents, officers, management, or guests are not consistent with the best interests of the community and will not be tolerated. Language at meetings shall be kept professional. Though differences of opinion are inevitable, they must be expressed in a professional and businesslike manner.
- Board Members shall maintain confidentiality when appropriate. When appropriate, Board Members shall maintain the confidentiality of all legal, contractual, personnel, and management matters involving the Association. Board Members shall also maintain the confidentiality of the personal lives of other Board Members, Association members, residents and management staff.
- Board Members shall disclose conflicts of interest. Board Members shall immediately disclose to the Board any actual or potential conflict of interest regarding any aspect of the business operations of the Association.
- Board Members shall refrain from defaming anyone in the community. Board Members shall not engage in defamation, by any means, of any other Board Member, Association member, resident, or management staff member. The Association shall deem any Board Member, who engages in defamation, to be acting outside the scope of his authority as a Board Member.
- Board Members shall refrain from harassing Association members or residents. Board Members shall not in any way harass, threaten, or otherwise attempt to intimidate any other Board Member, Association member or resident.The Association shall deem any Board Member who harasses, threatens or otherwise attempts to intimidate other Association members or residents, to be acting outside the scope of his authority as a Board Member.
- Board Members shall refrain from interfering with Management staff and contractors. No Board Member shall interfere with the duties of management staff or any contractor executing a contract in process. All communincations with contractors must go through the President of the Board or management, or must otherwise be in accordance with Board policy.
Code of Conduct for Association Members
At Board meetings, the Board of Directors welcomes the presence of Association members. However, it is essential for the efficient and effective transaction of Association business at these meetings that all members of the Association conduct themselves in a businesslike, ethical and appropriate manner that serves the best interests of the Association as a whole. To that end, all members are expected to adhere to the following Code of Conduct at all such meetings. The Association shall have the authority to enforce this Code of Conduct using any means available under the governing documents or state law.
- Members must maintain decorum, sit quietly and refrain from speaking until recognized by the meeting chair. During officer reports Members should hold all questions until the reports are finished, then raise their hands and wait to be recognized.
- Members must not interrupt anyone who validly has the floor, or otherwise disrupt the meeting.
- When speaking, Members must abide by time limits set by the meeting chair for comment.
- Members must refrain from engaging in personal oral attacks on either Board Members or fellow Association Members.
- Members must refrain from using other Members‘ names when speaking and must address all rmarks to the meeting chair.
- Members must confine their comments to things germane to the agenda item being discussed.
- Members may not speak for a second time until everyone who wants to speak has been given a chance to speak once.
- Members may not talk more than twice on any one issue, subject to the discretion of the meeting chair.
- Members must obey all orders made by the meeting chair, including an order to step down.
- Members must at all time behave with common courtesy and civility, and refrain from the use of abusive, rude, threatening, or crude language, or use an excessively loud voice.