GENERAL POLICY:The Authority must conduct all its business in a manner which is impartial and seen to be impartial
APPLICABILITY: All members of the Board and employees of the Authority
1.1 This Code is intended to: a) Establish an agreed set of ethical principles for the conduct of the Authority's business b) Promote and maintain confidence and trust in the Authority, and c) Prevent the development or acceptance of unethical practices in the Authority.
2. Conflicts of interest
2.1 Disclosure of interests by Members of the Board
2.1.1 On appointment to the Board each member will furnish to the Company Secretary details relating to his / her employment and all other business interests including shareholdings, professional relationships etc., which could involve a conflict of interest or could materially influence the member in relation to the performance of his / her functions as a member of the Board. Any interests of a member's family of which he / she could reasonably be expected to be aware or of a person or body connected with the member which could involve a conflict of interest or could materially influence the member in the performance of his / her functions should also be disclosed. For this purpose persons and bodies connected with a member should include:
a) a spouse, parent, brother, sister, child or step-child; b) a body corporate with which the member is associated; c) a person acting as the trustee of any trust, the beneficiaries of which include the member or the persons at (a) above or the body corporate at (b) above; and d) a person acting as a partner of the member or of any person or body who, by virtue of (a) - (c) above, is connected with the member.
2.1.2 Each member should furnish to the Company Secretary details of business interests on the lines above of which he / she becomes aware during the course of his / her directorship.
2.1.3 Where it is relevant in any matter which arises, the member should be required to indicate to the Company Secretary the employment and any other business interests of all persons connected with him / her, as defined at (I) above.
2.1.4 The Board may exercise discretion regarding the disclosure by members of minor shareholdings. As a general guideline, shareholdings valued at more than €15,000 or of more than 5 per cent of the issued capital of a company should be disclosed.
2.1.5 If a member has a doubt as to whether this Code requires the disclosure of an interest of his / her own or of a connected person, that member should consult the Chairperson.
2.1.6 Details of the above interests shall be kept by the Company Secretary in a special confidential register and should be updated on an annual basis. Changes in the interim should be notified to the Company Secretary as soon as possible. Only the Chairperson, Company Secretary and Chief Executive shall have access to the register.
2.1.7 Should a matter relating to the interests of the Chairperson arise, he / she should depute another Board member to chair the Board meeting and should absent himself / herself when the Board is deliberating or deciding on a matter in which the Chairperson, or a person or body connected with the Chairperson, has an interest.
2.1.8 Board or Company documents on any case which relate to any dealings with the above interests should not be made available to the member concerned prior to a decision being taken. (Such documents should be taken to include those relating to cases involving competitors to the above interests). Decisions once taken should be notified to the member.
2.1.9 As it is recognised that the interests of a member and persons connected with him / her can change at short notice, a member should, in cases where he/ she receives documents relating to his / her interests or of those connected with him / her, return the documents to the Company Secretary at the earliest opportunity.
2.1.10 A member should absent himself / herself when the Board is deliberating or deciding on matters in which he / she (other than in his / her capacity as a member of the Board ) or a person or body connected with him / her has an interest. In such cases a separate record (to which the member would not have access) should be maintained.
2.1.11 Where a question arises as to whether or not a case relates to the interests of a Board member or a person or body connected with that member, the Chairperson of the Board should determine the question.
2.1.12 Serving and former Board members should respect the confidentiality of sensitive information received while acting in that capacity. This includes commercially sensitive information, personal information, and information received in confidence by the Authority.
2.2 Avoidance of conflicts of interest by employees of the Authority
2.2.1 Employees of the Authority should not involve themselves in outside employment or business interests which are in conflict, or in potential conflict, with the business of the Authority, or would prevent them from carrying out their duties
2.2.2 Where a question arises as to whether or not a case involved a conflict of interest for an employee, the matter should be brought to the attention of his / her immediate superior. Where such cases warrant it, the Chief Executive shall determine the question and his / her decision shall be final.
2.2.3 Employees of the Authority must declare in writing to the Company Secretary - who maintains a confidential record - any personal or family interest or possible conflict of interest that might affect their impartiality in carrying out their duties immediately if such exists or as soon as it occurs.
3. Gifts and entertainment
3.1 Employees of the Authority must not accept or give gifts, hospitality, preferential treatment, or any other benefits or favours which might affect or appear to affect the ability of the donor or the recipient to make independent judgement on business transactions
3.2 Some suppliers, consultancies / service providers and contractors may send unsolicited gifts to named employees with whom they have contact. In such cases employees may accept gifts of small value (less than €100) of this nature provided:
a) The gift is unsolicited b) The donor is not a direct personal licensee of the Authority c) Not more than one such gift may be accepted in a year from any one contractor / supplier of goods / services.
3.3 Details of all gifts received by an employee must be notified at once to his / her superior.
3.4 Entertainment of Authority employees by suppliers is acceptable within normal commercial criteria. These are defined as follows:
a) A meal may be accepted at a local venue (but this must not include residential stay). b) A ticket for a sports or other public entertainment event at a local venue may be accepted. c) Under no circumstances may cash or cash vouchers be accepted by any employee.
4. Prohibition on solicitation of gifts
4.1 Under no circumstances may any employee, acting in a professional or personal capacity, solicit or request a gift, donation or support from suppliers of goods or services to the Irish Aviation Authority, or from a user / licensee without the express written permission of the Chief Executive or an officer nominated by him. This rule also applies to members or officers of clubs and societies in the Irish Aviation Authority.
5. Giving of gifts by the Authority
5.1 Where a question of the giving of a gift to people or organisations doing business with the Authority arises, the approval of the Chief Executive or of his delegated nominee should be sought beforehand. Gifts of this kind must be token and should not normally exceed €100 in value.
6.1 Approaches may be made to employees to waive various IAA policies or requirements. Such approaches may be made formally or informally and may come from a wide range of sources including fellow employees, Government Departments, State sponsored bodies, licence holders, suppliers, representative bodies and members of the public. In many cases there will be no personal benefit to the employee and nothing to gain from championing the approach. For this reason the employee may not be alert to breaches of his/her obligations to the IAA.
6.2 It is important to remember the reason why the IAA has developed policies and procedures and specified safety requirements. Not only do they perform stated functions, but many have also been designed to protect the Authority, such as ensuring that functions are performed in a certain way or procedures are applied as required by law. Employees are not permitted to waive any IAA policy or requirement, unless it contains a specific provision allowing for exceptions to be made.
7. Business conduct
7.1 The Authority is committed to competing vigorously and energetically but also ethically and honestly.
7.2 Board members and employees should not acquire business information or the business secrets of competitors or potential competitors by improper means.
7.3 Board members and employees should not use the Authority's resources or time for personal gain, for the benefit of persons or organisations unconnected with the Authority or its activities, or for the benefit of competitors.
7.4 Board members should use their reasonable endeavours to attend all Board meetings
8. Tendering and purchasing procedures
8.1 The purchasing activities of the Authority are to be conducted in accordance with best business practice.
8.2 The Authority has approved detailed Tendering and Purchasing Procedures, as well as approved levels of authority for approval of expenditure and these must be strictly adhered to. The Tendering and Contract procedures are compatible with and complement EU Public Procurement Directives as well as other relevant international trade control mechanisms.
8.3 The Tendering and Purchasing Procedures are designed to provide an objective framework to assess the products and value-for-money of suppliers, and to provide the organisation with goods and services at competitive prices.
8.4 Tendering procedures and approval levels are fully documented and must be seen as the backdrop to this Code of Business Conduct.
9.1 The Authority will provide access to general information relating to its activities, in a way that is open and enhances its accountability to the general public.
9.2 Members of the Board and employees of the Authority must at all times maintain the confidentiality of information obtained in the course of the Authority's business.
9.3 Members of the Board and employees of the Authority must respect the confidentiality of sensitive information held by the Authority. This includes:
a) commercially sensitive information, including but not limited to, future plans or details of major organisational or other changes such as restructuring b) personal information; and c) information received in confidence by the Authority.
9.4 There must be appropriate prior consultation with third parties where, exceptionally, it is proposed to release sensitive information in the public interest.
9.5 The Authority must comply with the requirements of the Data Protection Act. It should also be noted that, although the Freedom of Information Act does not apply to the Authority, communications with the Department of Public Enterprise and other public bodies may be discoverable under the Act.
10.1 Members of the Board and employees of the Authority must acknowledge the responsibility to be loyal to the Authority and fully committed in all its business activities, and to conform to the highest standards of business ethics.
11.1 The Authority is fully committed to:
a) The fulfilment of all its regulatory and statutory obligations b) The operation of controls to prevent fraud, including adequate controls to ensure compliance with prescribed procedures in relation to the claiming of expenses for business travel c) Ensuring that its accounts and reports accurately reflect its business performance and are not misleading or designed to be misleading d) Compliance with employment equality and equal status legislation e) Fairness in all business dealings f) Valuing customers and treating all customers equally. g) Placing the highest priority on promoting and preserving the health, safety and welfare of its employees h) Ensuring that community concerns are fully considered, and i) Minimising any detrimental impact of its operations on the environment.
11.2 All members of the Board and employees of the Authority are required to bear these principles in mind in the conduct of their duties.
12.1 It is essential that the provisions of this code be understood and observed by all employees of the Authority and in particular by all members of the Board, Management and Supervisory Personnel, i.e.:
a) Anyone who is directly or indirectly involved in the specification, tendering or purchasing process for goods, services and / or construction contracts. b) Anyone who places contracts or directs work to contractors, professional services or any such third parties c) Anyone who supplies services to users, licences, etc. d) Anyone who supervises and / or quality controls work done by contractors, suppliers, installers or dealers, or is responsible for accepting work done by contractors, suppliers, installers or dealers. e) Anyone who recommends or approves payment for goods, services or work provided by outside agencies. f) Anyone who directs work, facilitates the provision of services, or completion of work by manufacturers, installers or suppliers. g) Anyone advising or interfacing with users and / or facilitating the completion of work by suppliers, contractors, other outside agencies, etc.
12.2 The procedures set out above will also be adopted in any subsidiaries of the Authority.
12.3 It is not possible for a set of rules or guidelines to provide for all situations which may arise. Members of the Board and employees of the Authority and any subsidiaries will bear in mind, therefore, that it is primarily their responsibility to ensure that all of their activities, whether covered specifically or otherwise in this document, are governed by the ethical principles described here.
12.4 A copy of this Code of Business Conduct will be circulated to all current members of the Board and employees of the Authority and to all new Board members and employees on their appointment. Board members and employees should acknowledge that they have received and understood the requirements of this Code:
a) in the case of Board members, to the Company Secretary b) in the case of employees, to Human Resources Division.