Peggy Sue Podojil CEO
David Rowe
Brian Tagg
Joe Olson
Tom Carroll
Glenn Hale
Diane Hale
Karen Schomburg
James Elekwa
Geno Gearin
Derek Sang
Eugene Taylor
INTERNATIONAL ASSOCIATION OF SAFETY, HEALTH & ENVIRONMENTAL PROFESSIONALS BOARD OF DIRECTORS (IASHEP)
Being elected to serve on the IASHEP Board of Directors is a high honor and privilege, but one that carries with it a serious responsibility to serve the interests of the International Association of Safety, Health & Environmental Professionals (IASHEP) and its members. It is the desire of the International Association of Safety, Health & Environmental Professionals (IASHEP) that all Board members should conduct themselves and perform their duties in an exemplary fashion, commensurate with the position of leadership that has been bestowed upon them by the membership.
Board members must always abide by the legal duties of care, loyalty and obedience pertaining to their role as Directors of the International Association of Safety, Health & Environmental Professionals (IASHEP) As fiduciaries of the International Association of Safety, Health & Environmental Professionals (IASHEP) resources and guardians of its mission, each Board member has basic responsibilities that derive from these legal duties:
· To support the mission and purpose of the International Association of Safety, Health & Environmental Professionals (IASHEP), as reflected in its Articles of Incorporation, and to abide by its Bylaws and policies;
· To be diligent in preparation for, attendance at, and participation in Board meetings and related activities on behalf of the International Association of Safety, Health & Environmental Professionals (IASHEP);
· To ensure that the financial and business affairs of the International Association of Safety, Health & Environmental Professionals (IASHEP) are to the best of the Board member’s awareness, managed in a responsible manner;
· To act always in good faith and in the best interests of the International Association of Safety, Health & Environmental Professionals (IASHEP), above any personal interest; and
· To maintain the confidentiality of sensitive or proprietary information obtained as a result of Board service.
Board members must also recognize that the Board acts only as a collective entity. Success depends on the contributions of all Board members and their ability to work well together. With the goal of embedding these core principles into the culture of the Board, this Policy establishes standards of conduct expected of each Board member.
STANDARDS OF CONDUCT 1. INDIVIDUAL CONDUCT: To properly serve the International Association of Safety, Health & Environmental Professionals (IASHEP) and its members, each Board member must at all times act with dignity and integrity, both inside and outside of Board meetings, reflecting the International Association of Safety, Health & Environmental Professionals (IASHEP) high standards for ethical behavior and professionalism.
a) Each Board member sets the tone for the International Association of Safety, Health & Environmental Professionals (IASHEP) members and volunteers by acting as a leader and serving as an example of dedication, integrity and professional conduct.
b) A Board member should take no action that could discredit the reputation or credibility of the International Association of Safety, Health & Environmental Professionals (IASHEP).
2. FINANCIAL RESPONSIBILITY: Each Board member serves as a fiduciary of the International Association of Safety, Health & Environmental Professionals (IASHEP) resources and is accountable to the members for prudent management of the International Association of Safety, Health & Environmental Professionals (IASHEP) financial and business affairs.
(a) A Board member should read and understand the International Association of Safety, Health & Environmental Professionals (IASHEP) financial reports, committee reports and other documents pertaining to the operations of the International Association of Safety, Health & Environmental Professionals (IASHEP).
b. A Board member should actively engage in decisions relating to the allocation of resources and monitoring of financial performance.
3. CONFLICT OF INTEREST: Each Board member must act in good faith and in the best interests of the International Association of Safety, Health & Environmental Professionals (IASHEP)above any personal interest or the interests of any particular constituency. Each Board member is subject to, must be familiar with, and must follow the International Association of Safety, Health & Environmental Professionals (IASHEP) Conflict of Interest Policy (Appendix B of the Policy Manual). It is not a conflict of interest for Board members to be advocates for their areas of practice or geography. Board members should, however, be open to the views and needs of all areas of practice and geography, and should act and vote based on the overall good of the Society, without partisanship.
 4. BOARD COMMITMENTS: Each Board member must devote the time and resources reasonably necessary to fulfilling his/her commitments to Board activities.
(a) A Board member should demonstrate due diligence in preparation for and attendance at Board meetings and other activities on behalf of the International Association of Safety, Health & Environmental Professionals (IASHEP).
(b) A Board member should, to the best of his/her ability, be informed about the needs and opinions of the International Association of Safety, Health & Environmental Professionals (IASHEP) membership, and should ask any questions necessary to be fully informed about the issues being addressed by the Board, before making decisions.
(c) A Board member should give open and fair consideration to diverse and opposing viewpoints.
(d)A Board member should exercise independent judgment, and should not hesitate to express dissenting opinions in an appropriate manner during Board deliberations.
5.RELATIONS AMONG BOARD MEMBERS: Each Board member must foster an environment of respect, cooperation and collegiality. A Board member must not unduly disrupt the Board from operating in an efficient and effective manner. A Board member should treat other Board members with courtesy and allow other members of the Board to express their views. A Board member should respect the differing opinions of others. Board members may disagree on issues, but disagreements should be directed at the issue; personal ad hominem attacks are not acceptable. A Board member should never undermine, sabotage or falsely impugn another Board member.
This is not intended to preclude a Board member, acting in good faith, from reporting a suspected violation of this Policy under the compliance provisions described herein, or from separately filing a disciplinary complaint with the International Association of Safety, Health & Environmental Professionals (IASHEP). (or other appropriate disciplinary body) regarding an alleged violation by another Board member of the International Association of Safety, Health & Environmental Professionals (IASHEP). International Association of Safety, Health & Environmental Professionals (IASHEP) or other applicable) Code of Professional Conduct.
6. CONFIDENTIALITY: Transparency in governance and having input from International Association of Safety, Health & Environmental Professionals (IASHEP) membership are both important considerations for the Board. Board members must, however, balance those considerations against their legal and fiduciary obligations to maintain the confidentiality of sensitive or proprietary information obtained as a result of Board service. In addition, maintaining the confidentiality of the Board’s deliberations (especially those held in executive session) is essential to having full and frank discussions necessary for effective decision-making. Therefore, subject to Standards 7 and 8 of this Code of Conduct and the exceptions noted below, a Board member may solicit input from the International Association of Safety, Health & Environmental Professionals
(IASHEP). The International Association of Safety, Health & Environmental Professionals (IASHEP)members on matters being considered by the Board, and may informally share with International Association of Safety, Health & Environmental Professionals (IASHEP). International Association of Safety, Health & Environmental Professionals (IASHEP). International Association of Safety, Health & Environmental Professionals (IASHEP) Board of Director shall inform the International Association of Safety, Health & Environmental Professionals (IASHEP) members the actions taken and the issues considered by the Board in reaching its decisions. However:
a) A Board member may not disclose any matters addressed in executive session to anyone not entitled to participate therein.
b) A Board member may not disclose confidential or proprietary information obtained as a result of Board service to anyone outside the Board or authorized International Association of Safety, Health & Environmental Professionals (IASHEP) staff.
c) A Board member may not, in disclosing anything about the Board’s deliberations, discuss or disclose the votes of the Board or of individual Board members (including his/ her own) unless the Board has made these votes public, or negatively characterize the positions of the Board or the points of view taken by any members of the Board.
d) A Board member may not disclose anything about Board actions or deliberations if the Board has determined to defer announcement of that action or to control the dissemination of that information.
Compliance With This Policy
1. Board members are expected to use good faith efforts to comply with this Policy. A Board member who is unsure about the interpretation of a particular Standard of Conduct should consult with the President of the International Association of Safety, Health & Environmental Professionals (IASHEP) or a member of the Leadership Team. If a Board member is unable to carry out the material responsibilities of his/her position or to conduct him/herself in a manner consistent with the Policy, the Board member should consider voluntarily resigning his/her position on the Board
2. A Board member or members who wish to bring a complaint under this Policy must do so in writing, addressed to the President of the International Association of Safety, Health & Environmental Professionals
(IASHEP) or a member of the Leadership Team. The Leadership Team (excluding any member who is personally involved in the complaint) will then, with the advice of the General Counsel and any investigatory panel it may appoint, determine a course of action for handling the complaint, including:
a. Determine that the complaint does not warrant further action. If a Board member who reported the complaint is not satisfied with that decision, he/she may submit the written complaint to the Board for further consideration.
b. Mediate between the Board member(s) who reported the complaint and the alleged violator(s), with an outcome agreeable to all parties.
c. Refer the complaint to a discipline committee in accordance with Article XIII of the Bylaws.
3. Any complaint made under this Policy, any and all proceedings of the Leadership Team, the Board, investigatory panel, discipline committee or appellate tribunal involved in investigating and resolving it, and any outcome of such proceedings – other than a public reprimand, suspension, expulsion or other outcome that necessarily involves disclosure – shall be considered confidential.
4. Notwithstanding paragraph 3 above, if the Leadership Team and/or any party or persons involved with or aware of the matter determine that the alleged conduct is additionally a potential violation of the International Association of Safety, Health & Environmental Professionals (IASHEP) Code of Professional Conduct (or other applicable professional code), they may refer the matter to the International Association of Safety, Health & Environmental Professionals (IASHEP)or other appropriate disciplinary body).
5. If a discipline committee determines that a Board member has violated this Policy, corrective measures may be required of the offending Board member and/or discipline may be imposed as provided in Article XIII. Corrective measures or discipline should be appropriate to the facts and circumstances of the violation and, subject to the Bylaws and applicable law, may include the following:
a. Admonishment or reprimand, whether privately by the Board or publicly by the International Association of Safety, Health & Environmental Professionals (IASHEP).
b. Requirement for remedial action to be taken.
c. Removal from certain Board-related assignments and/or loss of certain Board duties or privileges.
d. Actions initiated to seek removal from the Board or as an officer.
6. If the offending Board member does not cooperate with the decision of the discipline committee and/or the appellate tribunal, the Board may take such further action as it deems appropriate. Repeated or willful violations of this Policy, or a Board member’s disregard for or refusal to comply with remedial actions specified by the discipline committee or the Board, may be regarded as a violation of Precept 1 or Precept 12 of the International Association of Safety, Health & Environmental Professionals (IASHEP) Code of Professional Conduct or comparable provisions of other applicable codes of professional conduct..