Board governance glossary
Conflict of interest
Also called: COI, related-party interest, conflict disclosure
Definition
A conflict of interest exists when a director's personal, financial, or other outside interest could affect — or appear to affect — their judgment on a board matter. Most boards adopt a written policy requiring annual disclosure and disclosure at the moment a conflicted matter comes up. The usual remedy is disclosure plus recusal, documented in the record.
Not legal advice. Bylaws, statutes, and counsel control. Prepared Board does not give statutory opinions.
How Prepared Board records it
Recorded in Prepared Board
Two layers: a board-level conflict register (filed disclosures with review status and mitigation) plus annual conflict-of-interest attestation requests, and a per-decision conflict record that can be marked RECUSED. The register is not pulled into a public pack automatically; only conflicts recorded on a pack's decisions appear there.
Same claims, with product limits: /facts.