Employment Policies – CEO Compensation, Conflict of Interest, Whistleblower, and Document Retention

CEO COMPENSATION
The Executive Director’s performance is reviewed at least annually by the Executive Committee of AFFB. The review assesses the achievement of specific goals and objectives as stated in the annual work plan developed at the start of each fiscal year. Compensation adjustments are then discussed and acted upon by the Executive Committee of the Board. Upon request, the Committee will review available comparable salary and benefit information provided by the Chief Administrative Officer. This includes both Feeding America compensation information as well as local nonprofit community information.

CONFLICT OF INTEREST POLICY
All Faiths Food Bank (AFFB) employees are expected to devote their best efforts and attention to the full-time performance of their jobs. Employees are expected to use good judgment, to adhere to high ethical standards, and to avoid situations that create an actual or potential conflict between the employee’s personal interests and the interests of AFFB. A conflict of interest exists when the employee’s loyalties or actions are divided between AFFB’s interests and those of another, such as a competitor, or AFFB’s interests or employees’ own interests. Both the fact and the appearance of a conflict of interest should be avoided. Employees unsure as to whether a certain transaction, activity, or relationship constitutes a conflict of interest should discuss it with their immediate supervisor for clarification. Any exceptions to this guideline must be approved in writing by AFFB’s Executive Director.

This guideline does not attempt to describe all possible conflicts of interest that could develop. Some of the more common conflicts from which employees should refrain, however, include the following:

If an employee or someone with whom an employee has a close relationship (a family member or close companion) has a financial or employment relationship with a competitor, supplier or potential supplier, the employee must disclose this fact in writing to the CAO. Employees should be aware that if they enter into a personal relationship with a subordinate employee or an employee of a competitor or supplier, a conflict of interest might exist which requires full disclosure to AFFB.
Employees will sign an acknowledgment form indicating your agreement to uphold this policy.
Failure to adhere to this guideline, including failure to disclose any conflicts or to seek an exception, will result in discipline, up to and including termination of employment.

WHISTLEBLOWER POLICY
SEEKING GUIDANCE AND REPORTING SUSPECTED VIOLATIONS OF LAW AND AFFB POLICIES
It is the responsibility of each employee of AFFB to seek guidance about situations when he/she is uncertain as to the right thing to do and to promptly report conduct in violation of AFFB policy or the law. By taking timely action in such situations, we can protect AFFB's interests and improve our reputation with those we serve, our vendors, donors and community. Guidance may be sought and reports of violations made to one’s supervisor, the Executive Director, or the CAO. AFFB will conduct an appropriate investigation of all such reports. Reports will be treated confidentially to the extent practicable. No one will be subject to retaliation because of a good faith report of suspected misconduct.
Matters to Be Reported
Employees are required to promptly report all known or suspected violations of applicable law or AFFB policies. What follows are some examples of violations of law or AFFB policy that must be reported immediately:

• Any conduct that involves AFFB that may have criminal implications;
• Tampering with or altering AFFB financial statements or records;
• Concerns or complaints regarding AFFB's accounting, internal accounting controls or audits;
• Racial, sexual or other illegal discrimination or harassment;
• Obtaining vendor sales or services in exchange for bribes;
• Offering or accepting inappropriate gifts or gratuities;
• Accessing participant records or personnel records for personal reasons;
• Releasing or using for personal gain confidential information belonging to AFFB;
• Threats of violence or assaults by employees or others in the workplace;
• Violations of environmental laws and regulations;
• Unsafe or unhealthy working conditions;
• Unreported activities or conduct that creates or appears to create a conflict with the interests of AFFB;
• Conduct that may violate securities laws, including insider trading prohibitions;
• Unauthorized use of AFFB assets;
• Possessing weapons or illegal drugs; and
• Improper or unreported political contributions on behalf of the AFFB

This list is not exhaustive. If you have questions regarding whether an issue or problem should be reported, you should discuss the issue with your supervisor, the Executive Director, or the CAO.

Where to Seek Guidance and Report Suspected Misconduct
AFFB encourages employees first to report any suspected misconduct to or seek guidance from your supervisor or another member of management. If you are uncomfortable approaching your supervisor or if your supervisor is involved in the suspected misconduct, or if you have reported the issue to your supervisor but do not feel that it has been resolved satisfactorily, you can report your concern to or seek guidance from the Executive Director or the CAO.
Do not investigate the suspected misconduct or violations of law or AFFB policy on your own. Reports of suspected violations of law and AFFB policies will be appropriately investigated. Investigations of alleged violations may involve complex legal issues, and acting on your own may compromise the integrity of an investigation and adversely affect both employees and AFFB.
Failing to Report a Violation or Condoning a Violation. Failing to report or otherwise condoning a violation of the law or AFFB policies may lead to disciplinary action, up to and including termination of employment.

Prohibition Against and Protection from Retaliation
Employees are sometimes concerned that they will be the victim of retaliation or reprisals if they report violations of the law or AFFB policy. It is against AFFB policy for anyone to retaliate against an employee for making a good faith report of suspected misconduct. Indeed, it is a violation of AFFB policy NOT to report suspected violations of the law and AFFB policy. AFFB intends to use its best efforts to ensure that its employees abide by the law in conducting AFFB business and stop wrongful conduct as soon as it is discovered. Employees’ reporting suspected legal violations is essential to the AFFB's ability to carry out these tasks.

Discrimination, retaliation, or adverse action in any term or condition of employment, including discharge of an employee for a good faith report of suspected misconduct, is strictly prohibited.

Concerns Regarding Accounting, Internal Accounting Controls or Auditing Matters
Employees should report any concerns or complaints regarding the AFFB's accounting, internal accounting controls or auditing matters in accordance with this Policy. Employees may report such concerns or complaints anonymously. We encourage employees to identify themselves when making a report of a concern or complaint so that AFFB may follow-up to obtain any additional information necessary to conduct a thorough and complete investigation, but such disclosure is not required.
Investigations
Reports of suspected violations of law and AFFB policies will be appropriately investigated. To the extent practicable, AFFB will maintain the confidentiality of those individuals who report concerns or complaints. However, during an investigation, the identities of employees involved may be disclosed to the extent necessary to conduct the investigation.

Discipline
AFFB intends to use every reasonable effort to prevent the occurrence of misconduct and to halt any such conduct that may occur as soon as reasonably possible after its discovery. AFFB employees who violate the law or AFFB policies and procedures may be subject to disciplinary action, up to and including termination of employment. In addition, disciplinary measures, up to and including termination of employment, may be taken against anyone who directs or approves infractions or has knowledge of them and does not promptly report and correct them in accordance with AFFB policies.

If you have any questions concerning this Policy or how it applies to specific situations, you should contact your supervisor, the Executive Director or the CAO.

DOCUMENT RETENTION
The document retention program is intended to preserve documents efficiently. This program also establishes a regularly scheduled process for disposing of materials which are no longer needed. Finally, this program ensures that AFFB is not exposed to serious legal consequences because documents relevant to a legal proceeding or other matter of import are unintentionally destroyed.
Documents covered by this program include paper originals, reproductions, microfilm and electronic or magnetic media, including information stored on computer systems or computer disks, CDs, or flash drives.

Documents That Need Not Be Preserved
Some documents do not need to be retained. Documents in this category are generally insubstantial or unimportant, and can be disposed of immediately.

• Letters, memoranda, e-mails and notes that require no acknowledgment or response and contain no substantive information. Examples include transmittal letters, routing slips, or plans for a meeting.
• Form letters that do not require a response.
• Letters, memoranda, and e-mails relating to unimportant matters.
• Copies of internal organization correspondence if another copy of the same document will be retained in the All Faiths Food Bank archives.
• Personal notes from meetings.
• E-mail messages that need not be retained for any other reason.

Documents That Must Be Preserved For a Limited Time
All records that affect the obligations of the organization should be retained for as long as they might be needed for reference. If they are not in regular use, these documents can be sent to storage and marked for disposal at a future date (as discussed below). The disposal date should reflect the last date that the documents are likely to be useful. The disposal date should reflect the period during which the document might be useful for business purposes as well as any legally mandated retention period.

• Vendor contracts.
• Applications for employment.
• Routine correspondence with customers and vendors.
• Equipment warranties.

Documents That Must Be Retained Permanently
Some documents must be retained permanently. These documents should be retained in a central archive to ensure that they are not accidentally misplaced or disposed of. Preservation of these documents may be required by statute.

• Tax Records and Year-End Financial Statements.
• Securities Filings.
• The All Faiths Food Bank books, records, and official minutes from meetings.
• Essential AFFB documents such as Articles of Incorporation, Bylaws, Board Minutes and Board resolutions.
• Deeds, Mortgages and Bills of Sale.
• Depreciation Schedules.

How to Store and Dispose of Inactive Documents
Inactive documents are documents that are no longer needed on a regular basis, but must be stored for a period of time. Inactive documents should be stored in a manner which facilitates their retrieval and timely disposal. The following procedures ease both the retrieval and disposal process for documents that have been boxed and sent to storage:

• Each box should contain only documents of one type or subject matter, so that one disposal date applies to the entire box.
• Each box should be clearly labeled with a full description of the contents and the applicable disposal date.
• A searchable database listing the identification code, contents and disposal date of each box should be established to track stored documents.
• When a box reaches its disposal date, the CAO should be contacted to confirm that none of the documents in the box need to be retained.
• Documents should never be selectively destroyed. Destroy only entire groups or types of documents, consistent with the document retention program.


Everyday Decisions Facilitate Document Retentio
n
There are a few easy ways to ensure that the document retention program functions properly.

• If employees are not sure whether a document should be retained or discarded, ask the CAO.
• Do not maintain work files at home – these can be easily missed when the All Faiths Food Bank is gathering documents related to important matters. All files at remote offices, including home offices, should be stored on the shared drive.
• Do not store personal files at the office – the organization treats all documents and computer files at the office as the property of the organization.
• Only take notes at meetings to the extent necessary. Be sure to review notes for accuracy and context if employees plan to retain them. Notes are easily misconstrued because they only relate a comment or thought without providing the whole context.
• Documents stored on employees’ computers or on diskettes are subject to the same document retention standards as hard copies.
• Email transmissions are not confidential and can often be retrieved even when deleted. Although email lends itself to casual communication, all messages should be drafted with the same level of professionalism as all other correspondence.
• Not all materials relating to an active project need to be retained. Generally, once a final version of a document has been completed, all prior drafts can be discarded or deleted.
• Notes, drafts and projections relating to a project usually do not need to be retained once the project is completed or has moved into a new stage.
• Once a project or a stage of a project has been completed, files should be reviewed and unnecessary documents discarded. • Documents that are to be preserved for reference should be assigned a disposal date, labeled and stored.

What to Do When Employees Anticipate or Learn of Litigation
When AFFB learns that litigation or an audit is threatened or ongoing, a higher standard of care applies to disposal of documents. In court, even the accidental destruction of a document can produce an inference that the destruction was wrongful. Violating the duty to retain documents in this situation could result in fines or criminal penalties. In order to avoid accidentally destroying documents relevant to a proceeding:

• Take all necessary steps to ensure that no documents related to the litigation are destroyed.
• If documents relevant to the litigation have already been marked for disposal, attempt to retrieve them.
• Do not intentionally dispose of any documents related to the litigation. Such action is punishable under law and may be the subject of AFFB disciplinary action.
• Review any documents that employees plan to dispose of to ensure that they do not relate to the litigation.

Questions? Please contact Chief Administrative Officer Susan Michelson Brown at sbrown@allfaithsfoodbank.org or 941-379-6333



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