The Society of Actuaries has approved a new “policy on responsibilities and conduct” for its board members.
“We found that we needed to address more specifically the conduct of board members because we’re doing more issues that are in the public eye,” says Michael McLaughlin, president of the SOA, Schaumburg, Ill. “The new policy is a logical clarification of what we’ve had in place all along.”
The new board member conduct policy builds on a policy manual that the SOA previously updated every 2 years, McLaughlin says. The policy’s standards address 10 areas of board member responsibility.
Those areas include individual conduct, financial responsibility, conflict of interest, board commitments and relations among board members. Also addressed are confidentiality, public statements, support of board decisions and relations with staff.
In drafting the new code, says McLaughlin, the SOA paid special attention to issues respecting confidentiality and communications among its 28 board members. This was necessary, in part, because the board members need guidance on new communications and media vehicles–such as Facebook, LinkedIn, Twitter and blogs–that professionals within the actuarial community are increasingly using to communicate with one another.
Regarding confidentiality, for example, the policy stipulates that “[t]ransparency in governance and having input from SOA membership are both important considerations for the Board. Board members must, however, balance those considerations against their legal and fiduciary obligations to maintain the confidentiality of sensitive or proprietary information obtained as a result of Board service.”
“In addition,” the policy adds, “maintaining the confidentiality of the Board’s deliberations (especially those held in executive session) is essential to having full and frank discussions necessary for effective decision-making. Therefore…a Board member may solicit input from SOA members on matters being considered by the Board, and may informally share with SOA members the actions taken and the issues considered by the Board in reaching its decisions.
“However, a Board member should never undermine, sabotage or falsely impugn another Board member. This is not intended to preclude a Board member, acting in good faith from reporting a suspected violation of this Policy under the compliance provisions described herein…”
“We’re doing a lot more in terms of communications with [our] actuarial magazine, e-mail blasts, Web site, as well as social media,” McLaughlin says. “In the past, board members did not have much experience with social media. And so this was one catalyst for the new code of conduct.”
The SOA wants “an environment in which board members can share differences of opinions and reach a better decision as a result of lively debate,” adds McLaughlin. “Because there is more public visibility into what we’re doing, we want to be sure that we’re providing guidance as to how to communicate on all issues so the society can speak with a single voice.”
McLaughlin says the move to adopt the new code of conduct was not motivated by a recent controversy involving former SOA board members.
In September 2009, the SOA announced that it was settling a lawsuit brought by former SOA Executive Director Sarah Sanford, who was terminated from her position by the society in 2006. That suit involved allegations that Sanford had been libeled.
Another actuarial group, the American Academy of Actuaries, Washington, announced in September 2009 that had resolved a dispute with its former president-elect, Bruce Schobel. Schobel, a former SOA president, said he been defamed, according to papers filed with the U.S. District Court in the District of Columbia.