ICPP Charter of Practice The Marketing Association Of Australia And New Zealand

The concept of professionalism has developed over the centuries to meet a public need for services to be determined on an ethical and professional basis. Traditionally, this has involved the provision of advice and representation to protect or advance the rights and property of a client or employer by a trusted adviser with whom the client or employer has a personal relationship and whose integrity, competence and loyalty are assured.

In order to satisfy this need for professional services adequately, Chartered Professional Practitioners and the quality of service they provide must command the confidence and respect of the public. This can only be achieved if Chartered Professional Practitioners establish and maintain a reputation for both integrity and high standards of professional skill and development. Professional Practitioners of many countries in the world, despite differences in their systems, practices, procedures and customs, have all imposed upon themselves substantially the same basic standards. Those standards invariably place their main emphasis on integrity and competence.

The key objective of developing this Charter is to encourage a high level of personal professional conduct and responsibility- in order to benefit the practitioner and the community - not to establish a set of rigid regulations or mere platitudinal wrapping.

Chartered Professional Practitioners (ICCP s) as members of the Institute of Chartered Professional Practitioners are committed to high standards of ethical and professional conduct. They have joined together in subscribing to this International Charter of Professional Practise embracing the following topics:

ICCP s are personally accountable for their conduct and practise. This means that they are answerable for their actions and omissions, regardless of advice or directions from another professional or employer.

ICCP s are required as a result of undertaking the necessary qualification processes and by signing this Charter to demonstrate:

honesty, fairness, trustworthiness and integrity
the basic rule of professional ethics: to not knowingly to do harm;
the adherence to all applicable laws and regulations;
the active support, practice and promotion of this charter of professional and Ethical Conduct.

· The ICCP must

· act to identify and minimise risks to clients and employers

· preserve clients' property (both tangible and intangible)

· demonstrate competence and quality of service in a conscientious, diligent and efficient manner

· be both honest and candid when advising employers and clients.

· respect confidential information

· Show impartiality and have no conflict of interest

· Establishing equitable fee schedules

ICCP s have a duty of personal professional care to:

· Demonstrate responsibility to other Chartered Professional Practitioners individually

· Demonstrate a responsibility to the profession generally by participation in professional activities

protect and support the interests of individual clients and employers
protect and support the wider community
act in such a way that justifies the trust and confidence the public have in them
uphold and enhance the good reputation of the profession.

· Demonstrate responsibility to other professionals

· function to identify, serve, and satisfy all relevant publics, consumers, organisation’s and society

To qualify to sign the Charter and be admitted as a Chartered Professional Practitioner an ICCP candidate must have completed all the requirements.

Discipline

Dishonourable or questionable conduct on the part of the ICCP in either private life or professional practice will reflect adversely upon the ICCP, the integrity of the chosen professional activity and the administration of justice as a whole. If the conduct, whether within or outside the professional sphere, is such that knowledge of it would be likely to impair the client or employer 's trust in the ICCP as a professional consultant, a governing body may be justified in taking disciplinary action.

Any ICCP member found to be in violation of any provision of this Charter of Professional and Ethical Conduct may have his or her membership suspended or revoked.

AN ICCP may be disciplined for "conduct unbecoming". This is an act or conduct inimical to the best interests of the public or the professional members of the society; or, which tends to harm the standing of the chosen professional activity.

With some exceptions this Charter does not specify the conduct which would subject an ICCP to discipline. This Charter does not define conduct unbecoming. However, the duties stated in this Charter will be relied on by any committees or persons in making Professional Conduct Rulings and violations will be used as the basis for findings of conduct unbecoming by hearing committees. The rules, principles and commentaries are intended both to provide general guidance and prohibit some forms of conduct.

The essence of Professional Responsibility is that the ICCP must act at all times with utmost integrity, and good faith to the Institute; the laws of the country; to the client or employer, and to other professionals.

Given the many and varied demands to which the ICCP is subject, it is inevitable that challenges will arise. No set of rules can foresee every possible situation, but the ethical principles set out in the Charter are intended to provide a framework within which the ICCP may, with courage and dignity, provide the high quality of professional services that a complex and ever-changing society demands.

The extent to which each ICCP s conduct should rise above the minimum standards set by the Charter is a matter of personal decision. The ICCP who would enjoy the respect and confidence of the community as well as of other professional members of the chosen professional activity must strive to maintain the highest possible degree of ethical conduct. The value and strength of the chosen professional activity depend on high standards of professional conduct that permits no compromise.

The Charter of Professional and Ethical Conduct is to be understood and applied in the light of the public interest, which is its primary purpose. This principle is to be implicit and explicit. The application of the Charter to the diverse situations that confront an active professional in a changing society will reveal gaps, ambiguities and apparent inconsistencies. The Charter should not be construed as a denial of the existence of other duties equally imperative although not specifically mentioned. The principle of protection of the public interest will serve to guide the practitioner to the intent of the Charter and the applicable principles of ethical conduct.

The ICCP is more than a mere citizen or practitioner. The ICCP is an advisor to the client or employer and a member of an honourable profession. The ICCP s duty is to promote the public interest, serve the cause of their profession, maintain the authority of the law, be faithful to the client or employer’s trust, be candid and courteous with others and be true to good conscience.

Section 1 - Introduction

1.1 The purpose of this Charter of Professional and Ethical Conduct is to:

i. inform Chartered Professional Practitioners of the standards of professional and ethical conduct required of them in the exercise of their professional accountability and practice

ii. inform the public, other professions and employers of the standard of professional conduct that they can expect of a registered ICCP - Chartered Professional Practitioner.

Section 2 - Integrity

2.1 The ICCP shall discharge with integrity all duties owed to clients and employers, the profession, other professional members of the profession and the public.

2.2 The ICCP must be trustworthy

2.3 The ICCP must behave in a way that upholds the reputation of the profession. Behaviour that compromises this reputation may call your registration into question even if is not directly connected to your professional practice.

2.4 The ICCP must ensure the declaration of any financial or other interests in relevant organisation s providing such goods or services and ensure that professional judgement is not influenced by any commercial considerations.

2.4.1 The ICCP must refuse any gift, favour or hospitality that might be interpreted, now or in the future, as an attempt to obtain preferential consideration.

2.5 Guiding Principles

i. Integrity is the fundamental quality of any person who seeks to practice as a professional member of the chosen professional activity. If the client or employer is in any doubt about the ICCP s trustworthiness the essential element in the ICCP -client or employer relationship will be missing. If personal integrity is lacking the ICCP s usefulness to the client or employer and reputation within the profession will be destroyed regardless of how competent the ICCP may be.

ii. The principle of integrity is a key element of each section of the Charter.

2.6 Non-professional Activities

Generally speaking, the Institute will not be concerned with the purely private or extra-professional activities of an ICCP that do not bring into question the integrity of the chosen professional activity or the ICCP 's professional integrity or competence.

2.7. Notes

2.7.1. The rules of professional conduct enforced in various countries uniformly place the main emphasis upon the essential need for integrity and, thereafter, upon the duties owed by an ICCP to his client or employer, to other professional members of the chosen professional activity and to the public at large.

2.7. 2. Professional membership of a professional body is generally treated as an indication of good character in itself The public looks for a hallmark bestowed by a trusted professional body, and evidenced by entry on a register or professional members' list.

2.7. 3. Integrity, probity or uprightness are prized qualities in almost every sphere of life. The best assurance the client or employer can have, is the basis integrity of the professional consultant. Reputation is the greatest asset a practitioner or employee can have. A reputation for integrity is an indivisible whole; it can therefore be lost by actions having little or nothing to do with the profession. Integrity has many aspects and may be displayed (or not) in a wide variety of situations...the preservation of confidences, the display of impartiality, the taking of full responsibility are all aspects of integrity. So is the question of competence. Integrity is the fundamental quality, whose absence vitiates all others."

2.7.4. Illustrations of conduct that may infringe this section and the Charter generally include:

(a) committing any personally disgraceful or morally reprehensible offence that reflects upon the ICCP’s integrity (whereof a conviction by a competent court would be prima facie evidence);

(b) committing, whether professionally or in the ICCP’s personal capacity, any act of fraud or dishonesty, e.g., by knowingly making a false declaration or falsifying a document, even without fraudulent intent, and whether or not prosecuted therefore;

(c) making untrue representations or concealing material facts from a client or employer with dishonest or improper motives;

(d) taking improper advantage of the youth, inexperience, lack of education or sophistication, ill health, or un-business like habits of a client or employer ;

(e) misappropriating or dealing dishonestly with the client or employer’s monies;

(f) receiving monies from or on behalf of a client or employer expressly for a specific purpose and failing, without the client or employer’s consent, to pay them over for that purpose;

(g) knowingly assisting, enabling or permitting any person to act fraudulently, dishonestly or illegally toward the ICCP s client or employer;

(h) failing to be absolutely frank and candid in all dealings with clients and employers , fellow Chartered Professional Practitioners and other parties, subject always to not betraying the client or employer 's cause, abandoning the client or employer 's legal rights or disclosing the client or employer 's confidences;

Section 3 - Do No harm. Minimise Risk to Others

3.1 An ICCP will have a duty toward clients, employers, colleagues, the wider community and the organisation in which they work.

3.2 As an ICCP , you must act in a way that does no harm and will identify and minimise the risk to clients and employers

3.3 ICCP s must work individually and with other members of the team to identify and minimise the risk to clients and employers and to development environments that are conducive to professional and ethical practice.

Section 4 - Competence and Quality of Service

4.1 The ICCP owes the client or employer a duty to be competent to perform any professional services undertaken on the client or employer’s behalf.

4.2 The ICCP should serve the client or employer in a conscientious, diligent and efficient manner so as to provide a quality of service at least equal to that which Chartered Professional Practitioners generally would expect of a competent professional in a like situation.

4.3 As an ICCP , you must maintain your professional knowledge, skills and competence

4.3.1 As an ICCP you must keep your knowledge and skills up-to-date throughout your working life. In particular, you should take part regularly in learning activities that develop your competence and performance.

4.3.2 ICCP s must acknowledge the limits of their professional competence and only undertake practice and accept responsibilities for those activities in which they are competent.

4.3.3 If an aspect of practice is beyond your level of competence or outside your area of registration, you must obtain help and supervision from a competent practitioner until you and your employer consider that you have acquired the requisite knowledge and skill.

4.4 Guiding Principles

4.4.1 Knowledge and Skill

i. Competence in the context of the first part of this section goes beyond formal qualification to practise. It has to do with the sufficiency of the ICCP s qualifications to deal with the matter in question. It includes knowledge, skill, and the ability to use them effectively in the interests of the client or employer.

ii. As professional members of the chosen professional activity, Chartered Professional Practitioners hold themselves out as being knowledgeable, skilled and capable in professional practise. The client or employer is entitled to assume that the ICCP has the ability and capacity to deal adequately with any professional matters undertaken on the client or employer’s behalf.

iii. The ICCP should not undertake a matter without honestly feeling either competent to handle it, or able to become competent without undue delay, risk or expense to the client or employer. The ICCP who proceeds on any other basis is not being honest with the client or employer.

iv. Competence involves more than an understanding of theory and principles: it involves an adequate knowledge of the practise and procedures by which such principles can be effectively applied. To accomplish this, the ICCP should keep abreast of developments in all theory and methods wherein the ICCP s practise lies.

v. In deciding whether the ICCP has employed the requisite degree of knowledge and skill in a particular matter, relevant factors will include the complexity and specialised nature of the matter, the ICCP 's general experience, the ICCP 's training and experience in the field in question, the preparation and study the ICCP is able to give the matter and whether it is appropriate or feasible to refer the matter to, or associate or consult with, an ICCP of established competence in the field in question. In some circumstances expertise in a particular field may be required; often the necessary degree of proficiency will be that of the general practitioner.

vi. The ICCP must be alert to recognise any lack of competence for a particular task and the disservice that would be done the client or employer by undertaking that task. If consulted in such circumstances, the ICCP should either decline to act or obtain the client or employer’s instructions to retain, consult or collaborate with an ICCP who is competent in that field. The ICCP should also recognise that competence for a particular task may sometimes require seeking advice from or collaborating with experts in other professional fields. In such a situation the ICCP should not hesitate to seek the client or employer’s instructions to consult experts.

vii. Numerous examples could be given of conduct that does not meet the quality of service required by the second branch of the Section. The list that follows is illustrative, but not by any means exhaustive:

(a) failure to keep the client or employer reasonably informed;

(b) failure to answer reasonable requests from the client or employer for information;

(d) failure to keep appointments with clients without explanation or apology;

(e) informing the client or employer that something will happen or that some step will be taken by a certain date, then letting the date pass without follow-up information or explanation;

(f) failure to answer within a reasonable time a communication that requires a reply;

(g) doing the work in hand but doing it so belatedly that its value to the client or employer is diminished or lost;

(h) slipshod work, such as mistakes or omissions in statements or documents prepared on behalf of the client or employer;

(i) failure to maintain office staff and facilities adequate to the ICCP s practice;

(j) with-holding information from the client or employer or misleading the client or employer about the position of a matter in order to cover up the fact of neglect or mistakes;

(k) failure to make a prompt and complete report when the work is finished or, if a final report cannot be made, failure to make an interim report where one might reasonably be expected;

(l) self-induced disability, for example from the use of intoxicants or drugs, which interferes with or prejudices the ICCP s services to the client or employer.

(m) failure to maintain an adequate system to ensure an effective follow-up procedure with respect to project matters or employment roles.

viii. The requirement of conscientious, diligent and efficient service means that the ICCP must make every effort to provide prompt service to the client or employer. If the ICCP can reasonably foresee undue delay in providing advice or services, the client or employer should be so informed.

ix. This Section does not prescribe a standard of perfection. A mistake, even though it might be actionable for damages in negligence, would not necessarily constitute a failure to maintain the standards set, but evidence of gross neglect in a particular matter or a pattern of neglect or mistakes in different matters may be evidence of such a failure regardless of legal liability. Where both negligence and incompetence are established, while damages may be awarded for the former, the latter can give rise to the additional sanction of disciplinary action.

x. The ICCP who is incompetent and does the client or employer a disservice, brings discredit to the Institute, and may bring the profession into disrepute.

As well as damaging the ICCP s own reputation and practice, incompetence may also injure the ICCP s associates or dependants.

Section 5 - Advising Employers and Clients

5.1 The ICCP must be both honest and candid when advising clients.

5.2 Scope of Advice

5.2.1. The ICCP 's duty to the client or employer who seeks professional advice is to give the client or employer a competent opinion based on sufficient knowledge of the relevant facts, an adequate consideration of the applicable theory and the ICCP 's own experience and expertise. The advice must be open and undisguised, clearly disclosing what the ICCP honestly thinks about the merits and probable results.

5.2.2. Whenever it becomes apparent that the client or employer has misunderstood or misconceived what is really involved, the ICCP should explain as well as advise, so that the client or employer is informed of the true position and fairly advised about the real issues or questions involved.

5.2.3. The ICCP should clearly indicate the facts, circumstances and assumptions upon which the ICCP s opinion is based, particularly where the circumstances do not justify an exhaustive investigation with resultant expense to the client or employer. However, unless the client or employer instructs otherwise, the ICCP should investigate the matter in sufficient detail to be able to express an opinion rather than merely make comments with many qualifications.

5.2.4. The ICCP should be wary of bold and over-confident assurances to the client or employer, especially when the ICCP s employment may depend upon advising in a particular way.

5.2.5. If the client or employer so desires, the ICCP should assist in obtaining an independent second opinion.

6.3 Dishonesty or Fraud by Client or Employer

6.3.1 When advising the client or employer the ICCP must never knowingly assist in or encourage any dishonesty, fraud, crime or illegal conduct, or instruct the client or employer on how to violate the law and avoid punishment. The ICCP should be on guard against becoming the tool or dupe of an unscrupulous client or employer or of persons associated with such a client or employer.

6.4 Advise on non professional Matters

6.4 1. In addition to opinions on professional questions, the ICCP may be asked for or expected to give advice on non specific/professional matters such as the business, policy or social implications involved in a question, or the course the client or employer should choose. In many instances the ICCP s experience will be such that the ICCP s views on non specific/professional matters will be of real benefit to the client or employer. The ICCP who advises on such matters should, where and to the extent necessary, point out lack of experience or other qualification in the particular field and should clearly distinguish professional advice from such other advice.

6.5 Errors and Omissions

6.5.1. The duty to give honest and candid advise requires the ICCP to inform the client or employer promptly of the facts, but without admitting liability, upon discovering that an error or omission has occurred in a matter for which the ICCP was engaged and that is or may be damaging to the client or employer and cannot readily be rectified. When so informing the client or employer the ICCP should not prejudice any rights of indemnity that either of them may have under any insurance, client or employer 's protection or indemnity plan, or otherwise. At the same time the ICCP should recommend that the client or employer obtain professional advice elsewhere about any rights the client or employer may have arising from such error or omission and whether it is appropriate for the ICCP to continue to act in the matter. The ICCP should also give prompt notice of any potential claim to the ICCP s insurer and any other indemnitor so that any projection from that source will not be prejudiced and, unless the client or employer objects, should assist and co-operate with the insurer or other indemnitor to the extent necessary to enable any claim that is made to be deal with promptly. If the ICCP is not so indemnified, or to the extent that the indemnity may not fully cover the claim, the ICCP should expeditiously deal with any claim that may be made and must not, under any circumstances, take unfair advantage that might defeat or impair the client or employer’s claim.

6.6 Giving Independent Advice

6.6.1 Where the ICCP is asked to provide independent advice or representation to another ICCP s client or employer in a situation where a conflict exists and whether or not that ICCP s fees are being paid by some other party, the provision of such advice or representation is an undertaking to be taken seriously and not lightly assumed or perfunctorily discharged. It involves a duty to the client or employer for whom the independent advice or representation is provided that is the same as in any other ICCP and client or employer relationship and ordinarily extends to the nature and result of the transaction.

Section 7 - Confidential Information

7.1 The ICCP has a duty to hold in strict confidence all information concerning the business and affairs of the client or employer acquired in the course of the professional relationship, and shall not divulge such information unless disclosure is expressly or impliedly authorised by the client or employer, required by law or otherwise permitted or required by this Charter.

7.2 As an ICCP , you must protect confidential client or employer and supplier information

6.2.1. The ICCP cannot render effective professional service to the client or employer unless there is full and unreserved communication between them. At the same time the client or employer must feel completely secure and entitled to proceed on the basis that without any express request or stipulation on the client or employer’s part, matters disclosed to or discussed with the ICCP will be held secret and confidential.

7.2.2. This ethical section applies without regard to the nature or source of the information or to the fact that others may share the knowledge.

7.2.3. As a general section, the ICCP should not disclose having been consulted or retained by a person unless the nature of the matter requires such disclosure.

7.2.4. The ICCP owes a duty of confidentiality to every client or employer without exception, regardless of whether it is a continuing or casual client or employer. The duty survives the professional relationship and continues indefinitely after the ICCP has ceased to act for the client or employer, whether or not differences have arisen between them.

7.2.5. If you are required to disclose information outside the client team that will have personal consequences for clients, you must obtain their consent. If the client or employer withholds consent, or if consent cannot be obtained for whatever reason, disclosures may be made only where:

they can be justified in the public interest
they are required by law or by order of a court.

7.3 You must treat information about clients as confidential and use it only for the purposes for which it was given.

7.3.1 If it is impractical to obtain consent every time you need to share information with others, you should ensure that clients understand that some information may be made available to other professional members of the team involved in the delivery of the service. You must guard against breaches of confidentiality by protecting information from improper disclosure at all times.

7.3.2 You should seek clients’ wishes regarding the sharing of information with others within or external to their organisation.

7.4 Confidential Information Not to be Used

7.4.1. The fiduciary relationship between ICCP and client or employer forbids the ICCP to use any confidential information for the benefit of the ICCP or a third person, or to the disadvantage of the client or employer. The ICCP who engages in literary works, such as an autobiography, memoirs and the like, should avoid disclosure of confidential information.

7.4.2. The ICCP shall not disclose to one client or employer confidential information concerning or received from another client or employer and should decline employment that might require such disclosure.

7.4.3. The ICCP should avoid indiscreet conversations, even with the ICCP ’s spouse or family, about a client or employer’s affairs and should shun any gossip about such things even though the client or employer is not named or otherwise identified. Likewise the ICCP should not repeat any gossip or information about the client or employer’s business or affairs that may be overheard by or recounted to the ICCP . Apart from ethical considerations or questions of good taste, indiscreet shop-talk between Certified Professional Practitioners, if overheard by third parties able to identify the matter being discussed, could result in prejudice to the client or employer. Moreover, the respect of the listener for the Chartered Professional Practitioners concerned and the chosen professional activity generally will probably be lessened.

7.4.4. Although the Section may not apply to facts that are public knowledge, the ICCP should guard against participating in or commenting upon speculation concerning the client or employer’s affairs or business.

7.5 Disclosure Authorised by Client or employer

7.5.1 Confidential information may be divulged with the express authority of the client or employer concerned and, in some situations, the authority of the client or employer to divulge may be implied. For example, some disclosure may be necessary in a pleading or other document delivered in litigation being conducted for the client or employer.

7.5.2 The ICCP may (unless the client or employer directs otherwise) disclose the client or employer’s affairs to partners and associates in the firm and, to the extent necessary, to non specific/professional staff such as secretaries and filing clerks. This implied authority to disclose places the ICCP under a duty to impress upon associates, students and employees the importance of non-disclosure (both during their employment and afterwards) and requires the ICCP to take reasonable development to prevent their disclosing or using any information that the ICCP is bound to keep in confidence.

7.6 Disclosure Where ICCP s Conduct in Issue

7.6.1. Disclosure may also be justified in order to establish or collect a fee, or to defend the ICCP or the ICCP s associates or employees against any allegation of malpractice or misconduct, but only to the extent necessary for such purposes. (As to potential claims for negligence, see the Section relating to Advising Clients.)

7.7 Disclosure to prevent an illegal act or crime

7.7.1. Disclosure of information necessary to prevent a crime or breach of the law will be justified if the ICCP has reasonable grounds for believing that an act is likely to be committed and will be mandatory when the anticipated crime is one involving violence or loss against the person.

7.8 Disclosure Required by Law

7.8.1. When disclosure is required by law or by order of a court, the ICCP should always be careful not to divulge more information than is necessary or required.

Section 8 - Impartiality and Conflict of Interest Between Clients

8.1 The ICCP shall not advise or represent both sides of any project and, save after adequate disclosure to and with the consent of clients and employers or prospective clients concerned, shall not act or continue to act in a matter when there is or is likely to be a conflicting interest.

8.2 Guiding Principles

i. A conflicting interest is one that would be likely to affect adversely the ICCP s judgement or advice on behalf of, or loyalty to a client or employer or prospective client or employer.

ii. The reason for the Section is self-evident. The client or employer or the client or employer’s affairs may be seriously prejudiced unless the ICCP s judgement and freedom of action on the client or employer’s behalf are as free as possible from compromising influences.

iii. Conflicting interests include, but are not limited to the duties and loyalties of the ICCP or a partner or professional associate of the ICCP to any other client or employer, whether involved in the particular transaction or not, including the obligation to communicate information.

8.3 Disclosure of Conflicting Interest

i. This Section requires adequate disclosure to enable the client or employer to make an informed decision about whether to have the ICCP act despite the existence or possibility of a conflicting interest. As important as it is to the client or employer that the ICCP s judgement and freedom of action on the client or employer’s behalf should not be subject to other interests, duties or obligations, in practice this factor may not always be decisive. Instead it may be only one of several factors that the client or employer will weigh when deciding whether to give the consent referred to in the Section.

ii Other factors might include, for example, the availability of another ICCP of comparable expertise and experience, the extra cost, delay and inconvenience involved in engaging another ICCP and the latter's unfamiliarity with the client or employer and the client or employer 's affairs. In the result, the client or employer’s interests may sometimes be better served by not engaging another ICCP . An example of this sort of situation is when the client or employer and another party to a commercial transaction are continuing clients of the same advisor but is regularly represented by different Chartered Professional Practitioners in the organisation.

iii. Before the ICCP accepts employment from more than one client or employer in the same matter, the ICCP must advise clients and employers that the ICCP has been asked to act for both or all of them, that no information received in connection with the matter from one can be treated as confidential so far as any of the others is concerned and that, if a dispute develops that cannot be resolved, the ICCP cannot continue to act for both or all of them and may have to withdraw completely. If one of clients and employers is a person with whom the ICCP has a continuing relationship and for whom the ICCP acts regularly, this fact should be revealed to the other or others at the outset.

iv. If, following such disclosure, all parties are content that the ICCP act for them, the ICCP should obtain their consent, preferably in writing, or record their consent in a separate letter to each. If following such disclosure, a party raises an objection; the ICCP shall advise the party that the party is free to obtain independent representation. The ICCP should, however, guard against acting for more than one client or employer where, despite the fact that all parties concerned consent, it is reasonably obvious that an issue contentious between them may arise or their interests, rights or obligations will diverge as the matter progresses.

v. If, after clients and employers involved have consented, a contentious issue between them or some of them arises, the ICCP , although not necessarily precluded from advising them on other non-contentious matters, would be in breach of the Charter if the ICCP attempted to advise them on the contentious issue. In such circumstances the ICCP should ordinarily refer clients and employers to a legal practitioner. However, if the issue is one that involves little or no legal advice, in a proposed business transaction, and clients and employers are sophisticated; they should be allowed to settle the issue by direct negotiation.

For the sake of clarity the foregoing paragraphs are expressed in terms of the individual ICCP and client or employer. However, the term "client or employer” includes a client or employer of the organisation of which the ICCP is an employee, partner consultant or associate, whether or not the ICCP handles the client or employer’s work. It also includes the client or employer of an ICCP who is associated with the ICCP in such a manner as to be perceived as practicing in partnership or association with the first ICCP , even though in fact no such partnership or association exists.

8.4. Burden of Proof

Generally speaking, in disciplinary proceedings arising from a breach of this Section and the Charter in general, the ICCP has the burden of showing good faith and that adequate disclosure was made in the matter and the client or employer’s consent was obtained.

Section 9 - Conflicts of Interest

9.1 Definitions

(i) In this Section:

"client or employer” includes anyone to whom a professional member owes a duty of confidentiality, whether or not a provider-client or employer relationship exists between them;

"confidential information" means information obtained from a client or employer which is not generally known to the public;

"advisory organisation or firm" includes one or more professional members practicing:

(a) in a sole proprietorship,

(b) in a partnership,

(d) as a corporation,

(e) in a government, a Crown corporation or any other public body, and

"project" means an assignment, project, case or client or employer file, but does not include general "know-how" and, in the case of a government ICCP , does not include policy advice unless the advice relates to a particular case;

“professional member" means a chartered member of this Professional Institute, and includes a students and associates registered with it.

9.2 Application

(i) This Section applies where a professional member transfers from one employer or organisation to another ("new organisation "), and either the transferring professional member or the new organisation is aware at the time of the transfer or later discovers that:

(a) the new organisation represents a client or employer in a matter which is the same as or related to a matter in respect of which the former organisation represents its client or employer ("former client or employer "),

(b) the interests of those clients in that matter conflict, and

9.3 Chartered Professional Practitioners and Support Staff

This Section also imposes a general duty on professional members to exercise due diligence in the supervision of non-ICCP staff, to ensure that they comply with the Section and with the duty not to disclose:

- confidences of clients of the professional member's firm, and

- confidences of clients of other organisations in which the person has worked.

9.4. Practicing in Association

The definition of "organisation " includes one or more professional members practicing in association for the purpose of sharing certain common expenses but who are otherwise independent practitioners. This recognises the risk that Chartered Professional Practitioners practicing in association, like partners in an organisation, may need to share client or employer confidences while discussing their files with one another. This should be made clear to clients.

Section 10 - Conflict Of Interest Between ICCP and Client or Employer

10.1 The ICCP shall not enter into or continue a business transaction with the client or employer if:

(i) the client or employer expects or might reasonably be assumed to expect that the ICCP is protecting the client or employer’s interest; and

(ii) there is a significant risk that the interests of the ICCP and the client or employer may differ.

10.2 The ICCP shall not act for the client or employer where the ICCP s duty to the client or employer and the personal interests of the ICCP or an associate are in conflict.

10.3 The ICCP should not enter into a business transaction with the client or employer or knowingly give to or acquire from the client or employer an ownership, security or other pecuniary interest unless:

(i) the transaction is a fair and reasonable one and its terms are fully disclosed to the client or employer in writing in a manner that is reasonably understood by the client or employer;

(ii) the client or employer is given a reasonable opportunity to seek independent advice about the transaction;

(iii) the client or employer consents in writing to the transaction; and

(iv) there is no appearance of undue influence.

10.4. Guiding Principles

10.4.1. The guiding principles enunciated in the Section relating to impartiality and conflict of interest between clients applies to this Section.

10.4.2. A conflict of interest between ICCP and client or employer may exist in cases where the ICCP gives property to or acquires it from the client or employer by way of purchase, gift, testamentary disposition or otherwise. When such conflicts are contemplated the prudent course is to insist that the client or employer either be independently represented or have independent legal advice.

10.4.3. This Section applies also to situations involving associates of the ICCP . Associates of the ICCP within the meaning of the Section may include the ICCP 's spouse, children, any relative of the ICCP (or of the ICCP 's spouse) living under the same roof, any partner or associate of the ICCP in professional practise, a trust or estate in which the ICCP has a substantial beneficial interest or for which the ICCP acts as a trustee or in a similar capacity, and a corporation of which the ICCP is a director or in which the ICCP or an associate owns or controls, directly or indirectly, a significant number of shares.

10.5 Debtor-Creditor Relationship to be Avoided

The ICCP should avoid entering into a debtor-creditor relationship with the client or employer. The ICCP should not borrow money from a client or employer who is not in the business of lending money. It is undesirable that the ICCP lend money to the client or employer except by way of advancing necessary expenses in a matter that the ICCP is handling for the client or employer.

10.6 When is an Organisation or Person to be Considered a Client or employer

An organisation or person who is not otherwise a client or employer may be deemed to be a client or employer for purposes of this charter if such person might reasonably feel entitled to look to the ICCP for guidance and advice in respect of the transaction. In those circumstances the ICCP must consider such person to be client or employer and will be bound by the same fiduciary obligations that attach to an ICCP in dealings with a client or employer.

Section 11 - Preservation of Clients' Property

The ICCP owes a duty to the client or employer to observe all relevant laws and rules respecting the preservation and safekeeping of the client or employer’s property entrusted to the ICCP . Where there are no such laws or rules, or the ICCP is in any doubt, the ICCP should take the same development of such property as a careful and prudent owner would when dealing with property of like description. Property shall include tangible, (physical) property, intellectual property and financial property.

11.1 Guiding Principles

11.1.1. The ICCP ’s duties with respect to safekeeping, preserving and accounting for clients and employers ' monies and other property are generally the subject of special rules. In the absence of such rules the ICCP should adhere to the minimum standards set out in the note. "

11.1.2. The ICCP should promptly notify the client or employer upon receiving any property of or relating to the client or employer unless satisfied that the client or employer knows that it has come into the ICCP ’s custody.

11.1.3. The ICCP should clearly label and identify the client or employer’s property and place it in safekeeping separate and apart from the ICCP s own property.

11.1.4. The ICCP should maintain adequate records of clients' property in the ICCP ’s custody so that it may be promptly accounted for, or delivered to, or to the order of, the client or employer upon request.

11.1.5. The duties here expressed are closely related to those concerning confidential information. The ICCP should keep clients' papers and other property out of sight as well as out of reach of those not entitled to see them and should, subject to any right of lien, return them promptly to clients and employers upon request or at the conclusion of the ICCP ’s retainer.

Section 12 – Organisational and Individual Relationships

12.1 Chartered Professional Practitioners should be aware of how their behaviour may influence or impact on the behaviour of others in organisational relationships. They should not encourage or apply coercion to obtain unethical behaviour in their relationships with others, such as employees, suppliers or customers.

12.1.2 Avoid taking the work of others, in whole, or in part, and representing this work as their own and directly benefiting from it without compensation or consent of the originator or owner.

12.1.3 Avoid manipulation to take advantage of situations to maximise personal welfare in a way that unfairly deprives or damages the organisation or others.

12.2 As an ICCP , you must co-operate with others in the team

12.2 1 The team includes clients or employers, other enterprise partners and stakeholders as well as other professionals

12.2 2 You are expected to work co-operatively within teams and to respect the skills, expertise and contributions of your colleagues. You must treat them fairly.

12.2.3 You must communicate effectively and share your knowledge, skill and expertise with other professional members of the team as required for the benefit of clients.

12.2 4 When working as a professional member of a team, you remain accountable for your professional conduct, any development you provide and any omission on your part.

12.2 5 You may be expected to delegate development work to others who are not professional practitioners. Such delegation must not compromise