Colleague conflict of interest policy - Annex 1

1. Understanding conflicts of Interest

1.1 A conflict of interest could result from an activity in any part of the business: there are no ‘safe’ areas.

1.2 A conflict might for example arise in relation to managing colleagues, 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.

1.3 Key issue is that a colleague 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 colleague has been advising that neighbour in their own time, then a potential conflict arises where that same colleague might deal with an application for rectification of the title. In such a case the risk is that they could be seen to favour one side over the other and so lack impartiality.

1.4 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 colleague asked to provide the deed realises that the person is a connected person. It would still be sensible however to err on the side of caution and treat the matter as a potential conflict of interest.

2. Indirect interests, and connected persons

2.1 A colleague may have a direct or indirect interest in a matter.

2.2 A colleague will have a direct interest in, for example, a decision on their personal application for registration of a conveyance.

2.3 A colleague will have an indirect interest in, for example, an application for registration of a conveyance to a company (commercial, charitable or otherwise) where the individual(s) is:

• employed by the company (where that is permitted)
• a director or other office-holder of the company (e.g. trustee, company secretary)
• a significant share-holder of the company.

2.4 A colleague will not be a significant share-holder where the company is a public limited company quoted on the stock exchange, such as a bank. They will however have a significant share-holding where they hold any amount of shares in a private company.

2.5 A conflict of interest may also arise where the direct or indirect interest is of a connected person known to a RoS colleague. 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)
• friend
• business associate, for example a fellow director of a limited company.