PURPOSE: AUTHORITY: THE PROVIDENCE POINT UMBRELLA ASSOCIATION POLICY RESOLUTION UMBRELLA ASSOCIATION CODE OF CONDUCT POLICY WHEREAS, The Umbrella Board of Directors deems it necessary and desirable to establish a policy that establishes a Code of Conduct Policy for all board and committee officers, chairs, and members, and said code of conduct policy will be a guiding principal in how interactions between the board and committee officers, chairs, and members are conducted between each other and members of the community. 1.1. Section 7.1 of the Umbrella Declaration states that: Powers of Umbrella Association. Except as limited elsewhere by this Declaration, the Umbrella Association, acting through its Board of Directors shall have the power to: 7.1.1 Adopt and amend bylaws, rules, and regulations; and 1.2. Section 7.2 of the Umbrella Declaration states that: Adoption of Rules and Regulations. The Umbrella Board is empowered to adopt, amend, and revoke on behalf of the Umbrella Association detailed administrative rules and regulations necessary or convenient from time to time to insure compliance with the general guidelines of this Umbrella Declaration and to promote the comfortable use and enjoyment of the Entire Property by Residents. RESOLUTION: THEREFORE, The Umbrella Board of Directors hereby resolve that the following Code of Conduct be adopted. Officers and Directors (including alternates) of the Umbrella Board will be required to sign this each year. Failure to sign will exclude the individual from attendance and participation in any Executive Session. A. Act in the best interest of the community (no personal gain, material or political). Recognizing the need to preserve the original design and intent of the community, the Umbrella Board of Directors, the Umbrella Board Officers, the Village Boards of Directors and Officers, the Umbrella Association Committee Chairs and Members will work for the common good of the members of the Providence Point Umbrella Association, and not for any private or personal interest, and they will assure fair and equal treatment of all persons, claims and transactions. B. Comply with the Law. The Umbrella Board of Directors and Officers, the various Village Boards of Directors and Officers, Committee Chairs and Committee Members shall comply with the laws of the nation, the State of Washington, King County and the governing documents of the Providence Point Umbrella Association. C. Conduct of Board of Directors. The professional and personal conduct of the Umbrella Board of Directors and Officers, the Village Boards of Directors and Officers, Committee Chairs and Committee Members must be above reproach and avoid even the appearance of impropriety. They shall Umbrella Association Code of Conduct Policy - Page 1 of 5
refrain from abusive conduct, personal charges or verbal attacks on the character or motives of other members, administration and staff, committee members and chairs, or the public. D. Respect for the process. Officers, Committee Chairs and Committee Members will make every effort to regularly attend meetings and perform their duties in accordance with established rules of order governing the deliberation of Association issues. E. Conduct of meetings. Officers, Committee Chairs and Committee Members shall prepare themselves for all meetings; listen courteously and attentively to discussions; and focus on the business at hand. They shall refrain from interrupting other speakers, making personal comments not germane to the business of the body, or otherwise interfering with the orderly conduct of meetings. F. Decisions based on merit. The Umbrella Board of Directors and Officers, the Village Boards of Directors, Committee Chairs and Committee Members shall base their decisions on the merits and substance of the matter at hand rather than unrelated considerations. G. Communication. The Umbrella Board of Directors and Officers, the Village Boards of Directors, Committee Chairs and Committee Members shall share substantive information that is relevant to the matter under consideration which may have been received from sources outside the decision making process. H. Conflict of interest. In order to assure independence and impartiality, the Umbrella Board of Directors and Officers, the Village Boards of Directors and Officers, Committee Chairs and Committee Members shall not use their position to influence decisions in which they have a material, personal, financial or political advantage. I. Gifts and favors. Officers, Committee Chairs and Committee Members shall not take any special advantage of services or opportunities for personal gain that are not available to all Association members. They shall refrain from accepting any gifts, favors or promises of future benefits which might compromise, or give the appearance of compromising, their independence of judgment or action. J. Confidential information. Officers, and if involved as needed Committee Chairs and Committee Members shall respect the confidentiality of information exchanged in Executive Sessions. They shall neither disclose confidential information without proper Board authorization, nor use such information to advance personal, financial or other private interests. Umbrella Association Code of Conduct Policy - Page 2 of 5
K. Use of Association resources. Officers, Committee Chairs and Committee Members shall not use resources of the Providence Point Umbrella Association that are not available to all members of the Association, such as staff time, equipment, supplies of facilities for private or personal gain. L. Positive work place environment. Officers, Committee Chairs and Committee Members shall support a positive and constructive work place environment for employees, members and businesses dealing with the Providence Point Umbrella Association. They shall recognize their special role in dealing with employees to not create the perception of inappropriate direction to staff. Umbrella Association Code of Conduct Policy - Page 3 of 5
BOARD MEMBER & BOARD OFFICER, COMMITTEE CHAIR AND COMMITTEE MEMBER STATEMENT As a member of Providence Pont Umbrella Association Board of Directors and/or a member of a Village Association Board of Directors and/or a Committee Chair and/or Committee Members, I agree to uphold the Code of conduct for Board of Directors and Committees adopted by the Providence Point Umbrella Association and to conduct myself by the following model of excellence. I will: Recognize the worth of individual members and appreciate their individual talents, perspectives and contributions; Help create an atmosphere of respect and civility where other Board of Directors, individual members, and staff are free to express their ideas and work to their full potential; Conduct my personal and public affairs with honest, integrity, fairness and respect for others; Respect the dignity and privacy of other individuals and organizations; Keep the common good as my highest purpose and focus on achieving constructive solutions for the general membership benefit; Avoid and discourage conduct which is divisive or harmful to the best interests of Providence Point Umbrella Association; Treat all people with whom I come into contact in the way I wish to be treated. I affirm that I have read and understand Providence Point Umbrella Association Code of Conduct. Board of Director, Officer, Committee Chair and/or Committee Member Signature Date Umbrella Association Code of Conduct Policy - Page 4 of 5
THIS POLICY RESOLUTION, SIGNED AND DATED BELOW, SUPERSEDES ANY PREVIOUS VERSIONS OF UMBRELLA ASSOCIATION CODE OF CONDUCT POLICY. ADOPTED ON: DATES AMENDED: Amendment 1: Amendment 2: at a Regular Meeting of the Board. at a Regular Meeting of the Board at a Regular Meeting of the Board Bruce D. Eder Umbrella Board President REVOKED: at a Regular Meeting of the Board. Umbrella Association Code of Conduct Policy - Page 5 of 5