code of ethics
Code of Conduct & Ethics Guide for Members of the Board of Trustees
Eligibility to Sit on the Board of Trustees
To be eligible to sit on the Board of Trustees, all applicants running for election and sitting Trustees must comply with the Code of Ethics for all publicly elected officials found within Part III, Chapter 112 of the Florida Statutes.
Responsibilities of Trustees
The Board of Trustees of the District adopted this Code of Business Conduct & Ethics for the members of the Board of Trustees.
Each Trustee shall be responsible for complying with this Code in addition to complying with this Code of Conduct.
If any Trustee believes that a prohibited act under this Code has occurred, then he or she shall promptly report such belief to the District legal counsel.
The legal counsel to the Board of Trustees will review and investigate any such reported prohibited act, without the participation of any Trustee who may be the subject of such report and make recommendations to the full Board of Trustees. If the Board determines that any such act represents a violation under this Code, then appropriate remedial or disciplinary action should be taken. The District will disclose any such violation and the remedial or disciplinary action taken, to the extent required by the Federal or other applicable laws. If the Board determines that any such act represents a violation under this Code, but does not believe that any remedial or disciplinary action is necessary or desirable (or if the Board agrees to waive compliance with a provision of the Code on behalf of any Trustee), then the District shall promptly disclose the violation or waiver and the Board’s rationale for its decision. Furthermore, the District shall also disclose if the Board fails to investigate or take action within a reasonable period of time after learning of any such alleged prohibited act under this Code.
All Trustees are expected to provide full assistance and disclosure to the Board, the District and its internal and external auditors in connection with any review of compliance with this Code.
1. General Standards for Trustees
(A) A Trustee shall discharge his or her duties as a Trustee, including his or her duties as a member of a committee:
(i) In good faith;
(ii) With the care an ordinarily prudent person in a like position would exercise under similar circumstances; and
(iii) In a manner he or she reasonably believes to be in the best interests of the District.
(B) In discharging his or her duties, a Trustee may rely on information, opinions, reports or statements, including financial statements or other financial data if prepared or presented by:
(i) One or more Trustees of the District whom the Trustee reasonably believes to be reliable and competent in the matters presented;
(ii) Legal counsel, public accountants or other persons as to matters the Trustee reasonably believes or within the person’s professional or expert competence; or
(iii) A committee of the Board of Trustees of which he or she is not a member if the Trustee reasonably believes the committee merits confidence.
(C) A Trustee is not acting in good faith if he or she has knowledge concerning the matter in question that makes reliance otherwise permitted by subsection (B) above unwarranted.
(D) A Trustee is not liable for any action taken as a Trustee or any failure to take action if he or she performed the duties of his or her office in compliance with this section.
(E) A Trustee must act at all times while performing the duties of his or her office in compliance with the Sunshine Law as set out within Chapter 286 of the Florida Statutes, commonly referred to as the Florida Government in the Sunshine.
2. Conflicts of Interest
Every Trustee has a duty to avoid business, financial or other direct or indirect interests or relationships which conflict with the interests of the District or which divides his or her loyalty to the District. A conflict or the appearance of a conflict of interest may arise in various ways. Each Trustee must deal at arm’s length with the District and should disclose to the Chairman, Vice Chairman or legal counsel any conflict or any appearance of a conflict of interest on his or her part. Any activity which appears to present such a conflict must be avoided or terminated unless, after such disclosure to the Board, it is determined that:
(A) The fact that such relationship or interest is disclosed or known to the Board of Trustees or a committee which authorizes, approves or ratifies the contract or transaction by a vote or consent sufficient for the purpose without counting the votes or consents of such interested Trustee.
(B) The fact that such relationship or interest is disclosed or known to the Trustees entitled to vote on such contract or transaction, if any, and may authorize, approve or ratify by vote or written consent; and
(C) The contract or transaction is fair and reasonable as to the District it is authorized by the Board or an authorized committee thereof.
For purposes of authorizing, approving or ratifying a particular transaction, it must receive the affirmative vote of a majority of the Trustees on the Board of Trustees or in the committee who have no relationship or interest in the transaction. A transaction may not be authorized, approved or ratified by a single Trustee. The presence of or a vote cast by a Trustee having a relationship or interest does not necessarily affect the validity of the action taken if each of the prongs set forth above are met.
3. Conduct of Business and Fair Dealing
No Trustee shall:
• Compete with the District by providing service to a competitor as an employee, director or trustee or in a similar capacity;
• Profit, or assist others to profit, from confidential information or business opportunities that are available because of service to the District;
• Improperly influence or attempt to influence any business transactions between the District and another entity in which a Trustee has a direct or indirect financial interest or acts as an employee, Trustee or director or in a similar capacity; or
• Take unfair advantage of any customer, supplier, competitor or other person through manipulation, concealment, misrepresentation of material facts or other unfair-dealing practices.
4. Gifts
All Trustees shall be subject to the Standards of Conduct for public officers, employees of agencies, and local government attorneys found within F.S. §112.313.
SOLICITATION OR ACCEPTANCE OF GIFTS.—No public officer, employee of an agency, local government attorney, or candidate for nomination or election shall solicit or accept anything of value to the recipient, including a gift, loan, reward, promise of future employment, favor, or service, based upon any understanding that the vote, official action, or judgment of the public officer, employee, local government attorney, or candidate would be influenced thereby.
5. Compliance with Code of Conduct Laws and Regulations
Each Trustee shall use reasonable efforts to comply with the District’s Code of Conduct and applicable laws, rules and regulations. The Board of Trustees uses reasonable efforts to oversee compliance by employees, and other Trustees with all applicable laws, rules and regulations.