HomeMy Public PortalAbout13307ORDINANCE NO. 13307
AN ORDINANCE, repealing Ordinance No. 12957 as adopted September 10,
2009, and enacting a new ordinance in lieu thereof, establishing a Conflict of Interest Policy for
District trustees, officers and employees.
WHEREAS, Section 12.030 of the District's Plan prohibits trustees, officers and
employees of the District from having any interest in District contracts as more fully described in
said Section; and
WHEREAS, in 1978 the General Assembly of the State of Missouri adopted a
comprehensive statutory provision regulating conflicts of interest by public officials and
employees, including trustees, officers and employees of the District (Section 105.450 et seq.
RSMO, as may be amended, hereinafter the "Missouri Conflict of Interest Act"); and
WHEREAS, the Missouri Ethics Commission has ordered that each political
subdivision must readopt an ordinance (biannually) at an open meeting by September 15, 2011
which establishes and makes public the method of disdaining potential conflicts of interest, and
WHEREAS, on September 10, 2009, the Board of Trustees of the District adopted
Ordinance No. 12957 which provided that the District trustees, officers and employees, in the
conduct of their official actions and their relations, would be governed by Section 12.030 of the
District’s Plan and the applicable provisions of the State Conflict of Interest Law, as amended
from time to time; and
WHEREAS, the Board of Trustees of the District is desirous of establishing a
clear policy regulating conflicts of interest of trustees, officers and employees of the District and
to comply with the order of the Missouri Ethics Commission.
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF TRUSTEES OF
THE METROPOLITAN ST. LOUIS SEWER DISTRICT:
Section One. Ordinance No. 12957, as adopted September 10, 2009, is hereby
repealed.
Section Two. The Conflict of Interest Policy, as marked "Exhibit A" and attached
hereto and made a part hereof, is hereby adopted and enacted for all trustees, officers and
employees of The Metropolitan St. Louis Sewer District.
Section Three. The provisions contained in this ordinance shall take the place of
and supersede the provisions of any District Regulations and any prior ordinances or resolutions
relating to the same subject matter which are herewith inconsistent and such prior regulations,
ordinances and resolutions are hereby repealed.
The foregoing Ordinance was adopted September 8, 2011.
NUMBER: H-3
PAGE 1 of 6
ISSUED: 09/01/2011
GENERAL MANAGEMENT POLICY/PROCEDURE
APPROVED BY:
_________________________
EXECUTIVE DIRECTOR
TOPIC: Conflict of Interest
Policy
SUPERSEDES
PREVIOUS ISSUE DATED
September 10, 2009
PURPOSE
This Policy is meant to promote an ethical business environment at The Metropolitan St. Louis Sewer
District, and to ensure compliance with all state ethics requirements.
This Policy supersedes and replaces any prior policies, rules, practices, standards or guidelines to the
contrary, whether written or oral. Other District policies, procedures and guidelines shall continue to
apply to the extent not inconsistent with this Policy.
POLICY
To promote an ethical environment of unquestionable integrity and to comply with state requirements, the
District requires all employees, as well as Trustees, to refrain from conflicts of interest involving any and
all business transactions involving the District. Furthermore, the District expects that all employees and
Trustees will use their best judgment in all business dealings with customers, suppliers, contractors,
governmental and regulatory agencies, the media and vendors, that they will refrain from unethical
actions, and that they will disclose all relevant outside employment and business transactions. This
Policy details all such requirements.
A “conflict of interest” occurs when your private interest interferes or appears to interfere in any way with
the interests of the District. You are expected to avoid all situations that might lead to a real or apparent
material conflict between your self-interest and your duties and responsibilities as an employee, officer or
Trustee of the District. Any position or interest, financial or otherwise, which could materially conflict
with your performance as an employee, officer or Trustee of the District, or which affects or could
reasonably be expected to affect your independence or judgment concerning transactions between the
District, its customers or suppliers or otherwise reflects negatively on the District would be considered a
conflict of interest and should be avoided. A conflict of interest should be properly disclosed by the
affected Trustee or District employee at the earliest opportunity.
PROCEDURE
1. Conflict of Interest
(a) Members of the Board of Trustees and all District employees must avoid all conflicts of
interest and the appearance of impropriety when representing the District in business
dealings or making any recommendations which could affect the District. In addition,
each employee must disclose any actual or apparent conflict of interest to his or her
supervisor and/or the Director of his or her department. Members of the Board of
Trustees must disclose any actual or apparent conflict of interest to the full Board of
Trustees.
(b) It is not practical or possible to specify all activities which may create a conflict of
interest; however, situations that are related to the procurement process that should be
avoided by Trustees and District employees include:
(1) Owning any interest (other than nominal amounts of stock in publicly traded
companies) in any supplier, service provider, consultant, or lessor;
(2) Consulting with or being an employee of any customer, lessor, contractor, service
provider, consultant, or supplier (without prior written approval of his/her
departmental director);
(3) Purchasing goods and services from, or selling them to, the District or having a
business associate or close relative do the same (unless done through an
established program of disposal of surplus District property offered to the general
public);
(4) Participation in outside activities which are so substantial that they interfere with
an employee’s ability to devote appropriate time and attention to his or her job
responsibilities with the District;
(5) Serving on the Board of Directors of any customer, lessor, contractor, service
provider, consultant, supplier or other entity doing or seeking to business with the
District. However, if avoidance is impractical, full disclosure must be made and
the individual must abstain from participating in any votes concerning the entity
in question; and
(c) In addition to all other requirements of this section, and in accordance with state statutes,
Trustees and District employees may not:
(1) Have any contracts or arrangements with the District to perform any services
outside of the scope of their regular employment;
(2) Sell, rent, or lease any property to the District; and
(3) Work for any person or entity in relation to any case, proceeding, application or
matter that they worked on during their employment with the District except to
the extent expressly allowed by law.
(d) For each of the individuals named in (c) above, written disclosure must be made of any
outside employment, other than with the District.
(e) If a Trustee has a significant business relationship as an individual or through his or her
employer with a vendor doing or being considered to do business with the District, the
Trustee must inform the full Board of the business relationship and recluse himself or
herself from voting on said matter. If the existence of a conflict of interest is
undetermined, the subsequent inquiry may include disclosure of the nature of the
business relationship, the amount of annual charges resulting from the relationship, and
whether any of the charges relate, directly or indirectly to the business of the District.
Intentionally providing materially false or misleading information, or omitting material
information, shall constitute malfeasance in office for any Trustee, subjecting the Trustee
to removal as provided in the Charter of the District. Furthermore, by definition, actions
taken by a Trustee on behalf of the District based solely on the existence of a personal
relationship between the Trustee and a vendor constitutes a conflict of interest.
(f) If an employee has a significant business relationship as an individual or through an
employer other than the District with a vendor doing or being considered to do business
with the District the employee must inform his or her supervisor and/or the Director of
his or her department of the business relationship. If the existence of a conflict of interest
is undetermined, the subsequent inquiry may include disclosure of the nature of the
business relationship, the amount of annual charges resulting from the relationship, and
whether any of the charges relate directly or indirectly to the business of the District.
Intentionally providing materially false or misleading information, or omitting material
information, shall be cause for termination of employment with the District.
Furthermore, by definition, actions taken by an employee on behalf of the District based
solely on the existence of a personal relationship between the employee and a vendor
constitutes a conflict of interest.
(g) Additionally, the following acts are expressly prohibited for all Trustees and employees
of the District:
(1) Acting or refusing to act in any capacity in which he or she is empowered to act
by reason of payment, offer to pay, or promise to pay, or receipt of gifts or
anything of value.
(2) Using or disclosing confidential information gained in the course of employment
or term as a Trustee with the intent to obtain financial gain for him or herself, his
or her spouse or children, or any business with which he or she is associated, or
for the purpose of extorting anything of value from another.
(3) Acting in any matter which specifically gives special monetary benefit to himself
or herself, his or her spouse or children, any close family members or any
business associate.
2. Interpretation and Administration
This Policy shall be administered and interpreted as follows:
(a) In the case of employees who are not managers, by the human resources department in
consultation with the General Counsel.
(b) In the case of employees who are managers, by the Executive Director in consultation
with the General Counsel.
(c) In the case of Trustees, by the disinterested Trustees in consultation with the General
Counsel.
3. Business Relationships
(a) The District considers its reputation for fairness and integrity one of its most valuable
assets. Employees are expected to use good judgment in all dealings with individuals,
service providers, consultants, suppliers, or firms which seek to become a supplier of
goods or services to the District and all customers of our services. To that end, Trustees
or District employees must conduct their business affairs so that the District’s integrity is
unquestionable if the full details of those dealings were to become public.
(b) To illustrate the high ethical standards expected of every Trustee and every employee of
the District, the following conduct is expressly prohibited:
(1) Receiving or soliciting money, loans or other favors which may influence
business decisions or compromise independent judgment;
(2) Receiving or soliciting gifts of money in any amount or any other gifts of more
than a nominal value; a gift of nominal value is one that a company or individual
routinely provides as part of their customary and normal business practices (all
gifts must be reported in accordance with state ethics laws, if applicable);
(3) Receiving or soliciting any trip without the employee’s supervisor’s prior written
approval;
(4) Receiving or soliciting kickbacks for obtaining business from the District;
(5) Degrading the District’s reputation through any other activities which are of
questionable integrity.
(c) These guidelines are not intended to prevent the District from taking normal prompt
payment discounts. They also do not prohibit receiving inexpensive gifts or services
which are unsolicited and acceptable under normal and customary social circumstances,
so long as the gratuity is not offered with a corrupt intent and does not influence or
compromise the conduct of the recipient. In addition, the guidelines do not prohibit
normal business entertainment expenses that are neither lavish nor solicited.
(d) If any Trustee or employee of the District is requested to make or accept a gift or
payment that is prohibited or may even appear to be prohibited under this Policy, the
request and all surrounding circumstances should immediately be disclosed to the
District’s General Counsel who will advise the appropriate course of action.
4. Disciplinary Action
Violations of this Policy involving employees will be handled on a case-by-case basis and disciplinary
action could cover the full range of actions permitted under the District’s Civil Service Rules. Violations
of the Policy involving Trustees will be reviewed and handled by disinterested Trustees in consultation
with the General Counsel.
5. Compliance with Laws, Rules and Regulations
This Policy is based on the District’s policy that all employees, officers and Trustees comply with the
law. While the law prescribes a minimum standard of conduct, this Policy requires conduct that often
exceeds the legal standard.
All employees, officers and Trustees are required to respond honestly and candidly when dealing with the
District’s independent and internal auditors, regulators and attorneys.
6. Reporting of Illegal and Unethical Behavior
Fraud is an element of business that can significantly affect the reputation and success of the District.
The District requires its employees, officers and Trustees to talk to supervisors, managers or other
appropriate personnel to report and discuss any known or suspected criminal activity involving the
District or its employees. If, during the course of your affiliation with the District, you become aware of
any suspicious activity or behavior including concerns regarding questionable accounting or auditing
matters, you must report violations of laws, rules, regulations or this Policy to your supervisor, the
Director of Human Resources or the General Counsel. Reporting the activity will not subject you to
discipline absent a knowingly false report.
7. Misappropriation
Anyone who embezzles, steals or willfully misappropriates any monies, funds or anything of value from
the District may be subject to fine, imprisonment, restitution payment and other such actions conferred by
law or District policy, in addition to disciplinary action.
8. Investigation
You must cooperate fully with any investigation, internal audit, external audit or regulatory examination.
If an employee becomes aware that he or she is or has been the subject to any external investigation, the
employee must immediately inform his or her supervisor and/or Director of the department, unless
otherwise prohibited by law, regulation or the investigating authority. Trustees shall inform the
disinterested Trustees and the General Counsel.
9. Financial Disclosure Statement
In accordance with Missouri State Statutes, the following positions are required to submit annually, a
Financial Disclosure Statement to the State:
a. Members of the Board of Trustees
b. Executive Director
c. General Counsel
d. All Director-level positions
e. Purchasing Manager
f. Other personnel as identified by the Board of Trustees
Such Financial Disclosure Statements shall be filed within 30 days of appointment for new appointees,
and no later than May 1 of each calendar year for all others.
10. Employees and Immediate Family Members, Selling to the District.
(a) Employees and Immediate Family Members of the District:
Employees of the District, and members of their immediate family, will not be permitted
to sell goods and/or services to the District.
VENDOR’S CONFLICT OF INTEREST QUESTIONNAIRE
1. Name the individual or company requesting to do business with The Metropolitan St. Louis
Sewer District (MSD):
___________________________________________________________________
2. In the past two (2) years, has the individual or company named in 1. above (or any principal of
such company, i.e. partner, officer, director, etc.) contributed cash or gifts in excess of $200.00 in
value in the aggregate in any calendar year to any of the individuals or organizations listed on
Attachment A hereto?
Yes ____ No _____
If yes, describe in detail (date/amount/description).
_________________________________________________________________
_________________________________________________________________
3. In the past two (2) years, has the individual or company named in 1. above done business with
any person listed in Attachment A and/or their respective companies.
Yes _____ No _____
If yes, describe in detail (date/amount/description).
__________________________________________________________________
__________________________________________________________________
4. The undersigned certifies that the above information is true and correct to the best of his or her
knowledge and belief.
Dated this ____ day of __________________, 20_____.
Printed Name: ____________________________________
Title: ____________________________________
Company: ____________________________________
Signature: ____________________________________
GENERAL MANAGEMENT POLICY/PROCEDURE
Conflict of Interest
ATTACHMENT A
Updated August 2011
NOTE: Attachment "A" contains a list of the MSD Trustees and their respective employer, MSD officers and
Directors, and the organizations which each are individually associated with, as applicable.
MSD BOARD OF TRUSTEES
Trustee/Director Name of Firm, Organization or Company Affiliation
Robert T. Berry American Public Works Association Member
American Society of Civil Engineers Member
Circle Club of St. Louis Member
Engineer’s Club of St. Louis Member
Engineers Without Borders Member
Huntbridge Forest Subdivision Secretary
Manchester UMC Board of Trustees Vice Chair
Masonic Lodge of Missouri Member
Missouri Athletic Club Member
Missouri Botanical Garden Member
Missouri Society of Professional Engineers Member
Missouri University of Science & Technology Adjunct Professor
Missouri University of Science & Technology Academy of
Civil Engineers
Member
Missouri University of Science & Technology Academy of
Miner Athlethics
President
Missouri University of Science & Technology Alumni
Association
Member, Executive
Committee
Mystic Order of the Shrine Member
National Society of Professional Engineers Member
Racquet Ruckus Foundation Chairman
Reserve Officers Association Member
Scottish Rite Bodies Member
U.S. Army Reserves, Retired Retired Officer
Water Environment Federation Member
James H. Buford African American Jewish Task Force Member
Chancellors Council University Missouri-St. Louis Board Member
Clear Channel Advisory Board Board Member
Commission on Human Rights Board Member
Confluence Academy Board and Grand Center Arts
Academy
Board Member
Fair St. Louis Board Member
Father Support Center Board Member
Fontbonne Council of Regents Member
Grand Center Arts District Past Chair and Member
Greater St. Louis Area Council, Boy Scouts of America Board Member
Heat Up/Cool Down St. Louis Vice Chair
Jobs For America’s Graduates (JAG) Board Member
Metropolitan Sewer District Board Member
Midwest Health Initiative Board Board Member
Missouri State University Foundation Board Member
Rebuilding Together St. Louis Board Member
GENERAL MANAGEMENT POLICY/PROCEDURE
Conflict of Interest
MSD BOARD OF TRUSTEES
Trustee/Director Name of Firm, Organization or Company Affiliation
James H. Buford STL 250 Board Board Member
(cont'd.) St. Louis Black Repertory Theatre Board Member
St. Louis Black Leadership Roundtable Board Member
St. Louis Black Repertory Theatre Board Member
St. Louis ConnectCare Chairman
St. Louis Regional Health Commission Board Member
St. Louis Science Center Board of Trustees Trustee
St. Louis Zoo Board Member
The MUNY Board Member
The National Conference for Community & Justice
Regional Advisory Board
Board Member
US Bank Board Member
Workforce Investment Board of St. Louis County Board Member
Gerald Feldhaus Building & Construction Trades Council Executive Secretary-
Treasurer
Missouri State Building & Const. Trades Vice-President
PRIDE of St. Louis, Inc. Co-Chair
St. Louis Port Council Executive Board
Member
St. Peters Economic Development Board Member
John H. Goffstein Bartley Goffstein, LLC Member
Missouri Bar Association Member
St. Louis County Bar Association Member, Past President
St. Louis Metropolitan Bar Association Member, former
Committee Chair
Temple Emanuel Member
Eddie Ross, Jr. None
David Visintainer 1312 MO LLC Member
American Water works Association Member
City of St. Louis Planning Commission Commissioner
City of St. Louis Preservation Board Board Member
Lafayette Square Restoration Committee Member
Missouri Section AWWA Member
Missouri Water and Wastewater Conference Member
Stockmann - Juniata Development Co., LLC Member
Water Research Foundation Project Advisory
Committee Member
Water Tower and Park Preservation Society Member
Brian Hoelscher American Public Works Association Member
American Society of Civil Engineers Member
Engineers Club of St. Louis Member
Missouri Water Environment Association Member
Water Environment Federation Member
GENERAL MANAGEMENT POLICY/PROCEDURE
Conflict of Interest
MSD BOARD OF TRUSTEES
Trustee/Director Name of Firm, Organization or Company Affiliation
Barbara Mohn None
Susan Myers Association of Corporate Counsel Member
Bar Association of Metropolitan St. Louis Member
Missouri Bar Association Member
Betsy Schubert Institute for Supply Management Member
Jonathon Sprague American Public Works Association (APWA) Member
American Water Works Association (AWWA) Member
Engineers Club of St. Louis Member
Missouri Water Environment Member
Water Environment Federation Member
Vicki Taylor-Edwards AAIM Management Association Member
Certified Employee Benefits Association Member
Compensation Benefits Network Member
Human Resources Management Association Member
International Public Management Association Member
Jeff Theerman First Presbyterian Church of Kirkwood Elder
Missouri Water Environment Association Member
National Association of Clean Water Agencies Past President
St. Louis University Cook School of Business Management Advisory
Board
Water Environment Federation Member
Missouri University of Science & Technology Academy of
Civil Engineers
Member
Karl Tyminski Central Methodist University Adjunct Faculty
East Missouri Optimist Committee Chair
Henry Woods Subdivision President
Optimist Club of St. Louis Past President
Jan Zimmerman American Water Works Association Member
Barkley House Director
Government Finance Officers Assoc Member