Staff conflict of interest policy
The Keeper of the Registers of Scotland (RoS) compiles and maintains a range of core registers that are open to the public, and can be relied on by the public as being a fair and accurate record of the rights and deeds that have been registered.
The keeper also conducts a wide range of associated activities, including advice for ministers, buying and selling goods and services, and recruiting and managing staff.
The civil service code requires civil servants to act with integrity, honesty, objectivity and impartiality. It applies to all persons employed by the keeper.
The integrity of the registers and the good reputation of the keeper can only be ensured if staff act, and are seen to act, in a transparent and impartial manner.
In particular, staff must ensure that there is no conflict between their private interests and the interests of the keeper. That will also safeguard the member of staff from a charge of bias, or from disciplinary action.
Any member of staff who considers that a decision might affect their personal interest or that of a connected person, or be seen to do so, has a potential conflict of interest. In such an event it is essential that the member of staff with the potential conflict is not involved in making the decision.
What is a conflict of interest?
A conflict of interest could result from an activity in any part of the business: there are no 'safe' areas.
A conflict might for example arise in relation to managing staff, making a payment to a public body, an application to record a deed in sasines, registering an interest in the land register (whether after an application or otherwise), awarding a contract, or on dealing with any request for information or advice.
The key issue is that the member of staff or a connected person might have, or be seen to have, a different interest or opinion from that of the keeper. For example, where a neighbour is involved in a boundary dispute, and a member of staff has been advising that neighbour in his or her own time, then a potential conflict arises where that member of staff might deal with an application for rectification of the title. In such a case the risk is that the member of staff will be seen to favour one side over the other, and so lack impartiality.
Sometimes, there is no potential conflict because no substantive decision requires to be made. It is unlikely for example that there would be a conflict where a person pays for an extract deed, and the member of staff asked to provide the deed realises that the person is a connected person. It would still be sensible however for the member of staff to err on the side of caution, and treat the matter as a potential conflict of interest.
Indirect interests, and connected persons
A member of staff may have a direct or indirect interest in a matter.
A member of staff will a direct interest in, for example, a decision on an application for registration of a conveyance to the member of staff.
A member of staff will have an indirect interest in, for example, an application for registration of a conveyance to a company (commercial, charitable or otherwise) where the member of staff is:
- employed by the company (where that is permitted)
- a director or other office-holder of the company
- a significant shareholder of the company
A member of staff will not be a significant shareholder where the company is a public limited company quoted on the stock exchange, such as a bank. He or she will however have a significant shareholding where they hold any amount of shares in a private company.
A conflict of interest may also arise where the direct or indirect interest is of a connected person, rather than of the member of staff as such. A connected person includes (but is not limited to) a:
- family member, for example a wife (or civil partner or cohabitee), son, sister, uncle, grandmother or cousin
- former family member, for example a divorced husband (or former civil partner or cohabitee)
- business associate, for example a fellow director of a limited company
Response to a conflict of interest
It is for each member of staff to decide whether their interest, or that of a connected person, in a matter is such that it could be said that RoS will not be able to make a fair and impartial decision in the matter.
It is for each member of staff to decide whether a person is in fact a connected person of theirs.
It follows that it is essential that a line manager of the member of staff is made aware by the member of staff as soon as possible of any potential conflict of interest. The rule of thumb is: if in doubt, tell.
It is for the line manager or – by agreement – any other relevant manager to mitigate the risk created by the potential conflict, taking advice from more senior managers if necessary. In most cases this will mean that the manager will re-assigning work on the matter from to a colleague or to a different team.
A member of staff or a manager who ignores a potential conflict of interest may cause serious harm to the keeper. For example, a decision to award a contract may be overturned by the courts, substantial compensation might have to be paid, or there might be hostile press coverage. It follows that there may be serious consequences for the member of staff or manager, including disciplinary action as set out in the staff handbook leading to dismissal in the most severe cases.