Q: What is the legal meaning of “conflict of interest” and “conflict of commitment”?
A: The concepts of conflict of interest and conflict of commitment arise out of the fiduciary duty that an employee owes to his or her employer. All U-M employees, whether faculty or staff, owe a fiduciary duty to their employer, the Regents of the University of Michigan. This means that when we make decisions as U-M employees, we must make that decision with the organizational interest of U-M as our guide. In a similar fashion, when we accept employment at U-M, whether as faculty or staff, we commit ourselves to doing fully the job we accept. When an outside interest or commitment prevents us from fully doing the job we have accepted or prevents us from using only U-M’s organizational interest in guiding our decisions as employees, there is a conflict of interest or conflict of commitment.
Q: The technical legal meanings of conflict of interest and commitment seem hard to apply. Does U-M have any guidelines on how they are applied at U-M?
A: Yes, in July 2005, the President and the Provost and Executive Vice President for Academic Affairs revised SPG 201.65-1 to provide a framework for addressing potential conflict situations. U-M’s approach is to take steps that would assure an objective observer that employees make U-M-related decisions without conflict and that an employee’s commitment to his or her job is commensurate with that employee’s percentage appointment. These steps are called conflict management plans.
Q: Are there any special guidelines for my academic or business unit?
A: Yes. SPG 201.65-1 requires each academic, research, and business unit to develop implementation procedures applicable to their specific needs. More details on how these procedures are to be developed can be found at the website of the Office of the Provost and Executive Vice President for Academic Affairs. The unit-level procedures must specify to whom any potential conflict is to be disclosed and who is responsible for developing a conflict management plan if one is required. The unit-level procedures must also contain more guidance regarding those potential conflict situations that commonly arise within the context of that particular unit.
Q: When is a management plan required or created?
A: Every faculty or staff member is required to disclose to a designated person any potential conflict. The designee will vary from one academic or business unit to another, and can be found within each unit’s SPG 201.65-1 implementation procedures. If, under the unit’s procedures and policies, an employee’s non-U-M activity appears to create a potential conflict, then the unit must develop a management plan either to eliminate the potential conflict or to adjust U-M and/or employee activities to ensure that only U-M’s interests will guide decisions and actions related to the potential conflict.
Q: What role does the Office of the Vice President and General Counsel have in reviewing potential conflicts or management plans?
A: The attorneys in the Office of the Vice President and General Counsel provide legal advice and counsel to U-M administrators and management. For example, if a dean or conflict administrator within an academic unit has questions related to a potential conflict situation or conflict management plan, he or she can obtain legal advice and counsel from the OGC. The OGC can and does assist individual faculty or staff members in reporting conflicts to appropriate supervisors or in understanding U-M policies. However, OGC is prohibited from acting as the personal legal advisor to an individual faculty or staff member regarding his or her individual rights.
Q: What is the role of the Office of the Provost and Executive Vice President for Academic Affairs under SPG201.65-1?
A: The Office of the Provost and Executive Vice President for Academic Affairs has undertaken the principal administrative tasks associated with implementing SPG 201.65-1 and has created a comprehensive webpage for conflict of interest and conflict of commitment materials.. Links to the SPG along with implementing procedures are available at this webpage. In addition, the webpage features FAQs explaining the SPG in some detail; useful tools for academic and administrative units, including educational programs and templates for developing conflict management plans; and a wealth of references and cross-references to other U-M policies and procedures related to conflicts of interest and commitment, with hyperlinks to the source materials.
Q: What role does Human Resources have in conflict management?
A: The role of the central U-M Human Resources (UHR) office in this area is somewhat parallel to that of the Office of the General Counsel. UHR provides advice and counsel to U-M administration and management. UHR can assist academic and business units in evaluating the appropriateness of various management plan options. UHR can also assist employees—faculty or staff—in determining to whom a disclosure should be made or assist employees in understanding various U-M policies. UHR does not, however, act as the personal advisor to an individual employee with respect to his or her individual rights. Nevertheless, a staff or faculty member may contact his or her unit’s UHR representative for advice on the unit’s policy and procedures. Additionally, any issues or questions that could involve discipline must be discussed with the central UHR office.
Q: What should be done if I become aware of a conflict by another that is not being managed?
A: Although all conflicts must be managed, it is unlikely that any particular individual would be aware of how each is being managed. It is quite possible, indeed likely, that a conflict has been properly disclosed and managed, even though that management plan may not generally be known by others within a business or academic unit. It is certainly appropriate to bring the situation to the attention of the head of the business or academic unit. Nonetheless, there may be situations where a potential conflict exists yet it has not been disclosed or managed. If you become aware of such a situation you can report it to U-M by calling the Compliance Hotline at: 1-866-990-0111 or report it online. The report may be made anonymously, although anonymity may hinder some investigations. The reporting is to an outside vendor who, in turn, forwards the report to the appropriate U-M personnel who would normally handle the subject matter.
Q: Some conflict of interest situations require Regental approval. What are they?
A: Under state law most contracts (direct and indirect) between U-M and a U-M employee require Regents approval, including contracts for purchasing goods and services.
As an example of a direct contract, if U-M wanted to purchase a product that a current U-M employee manufactures in his or her basement, a Regents Action Item that informs the Regents of the proposed purchase would be required before U-M could finalize the contract. As an example of an indirect contract, if U-M wanted to purchase a product from a corporation for which a current U-M employee has sole ownership or is an officer, a Regents Action Item would be needed because the contract would be with the U-M employee, albeit indirectly.
Procurement Services handles Regents Action Items for contracts for the purchase of goods and services. The Office of the Vice President for Research handles Regents Action Items for contracts involving sponsored research or licensing of U-M copyright and patent rights.
Q: I plan on attending a corporate-sponsored conference and the sponsor wants me to supply a certification that my participation does not violate U-M’s conflict of interest or ethics policies. Who signs this certification for me?
A: Basically, any potential conflict matter must first be disclosed to the appropriate supervisor or conflict of interest manager; and second, the supervisor or manager must examine the disclosure and decide if it is to be allowed or not. These decisions are made at the unit level. So, if some “certification” is needed, it is to be done by the appropriate conflicts of interest/conflicts of commitment (COI/COC) manager for the employee. Please see the implementation policies for SPG 201.65-1 and for each academic or business unit in U-M.