A request from above to divulge information about a board director is not a fair one.
Dilemma: You are employed as the CEO of a government organisation responsible for maintaining highly sensitive personal and health information. There are strict rules regarding access to these databases. The chairman of your board has approached you asking to see all the information you hold on a fellow board member, explaining that he, as chairman, has grave concerns about the capacity of the member to continue to function effectively on the board.
The member in question has no intention of resigning from the board and insists that there are no medical problems preventing her from carrying out her duties. The chairman insists, and assures you he will not disclose the source of any information received. How will you respond to the chairman of the board?
Answer: There are a number of ethical questions in relation to the fundamental principles contained in APES 110 Code of Ethics for Professional Accountants that need to be considered before responding to the chairman.
In the first instance, you as a member are required to act with integrity, which imposes an obligation on you to be straightforward and honest in your professional and business relationships. The request to disclose personal information would not be considered fair and honest, or straightforward. The board member has not seen it appropriate to disclose this information to the chairman, and therefore any disclosure on your part could be viewed as a breach of trust.
Secondly, the code requires you as a member to comply with the principle of objectivity, which imposes an obligation on you not to compromise your professional or business judgement because of bias, conflict of interest or the undue influence of others. It is not always easy to distinguish the boundary between your duty to your chairman and your duty to another board member, who in this case, is also a member of the public whose personal records you hold.
However, under these circumstances the boundaries are clear. Your professional judgement is likely to be unduly influenced by the pressure being placed on you by your chairman, which has created a conflict of interest for you: do you comply with the requests of the chairman or do you observe the fundamental principles of integrity and confidentiality.
Although disclosure of the information would not be to someone external to the organisation, it would nevertheless breach the requirement to maintain confidential the information collected in the organisation's databases. The chairman's assurance that he would not disclose the source of the information does not prevent such disclosure from being a breach of confidentiality.
Furthermore, as a member of the accounting profession, you are expected to act in the public interest, which the code defines as the collective wellbeing of the community of people and institutions that the members serve. The organisation, of which you are CEO, plays an important role in ensuring that information collected about the public's health is maintained in the strictest confidence, and only used for authorised purposes.
If breaches of your strict privacy rules were discovered, this could not only undermine the role of the organisation in holding such information but could influence policy decisions regarding the future of your organisation. In addition, the confidence of the public, in relation to any government entity holding confidential information, could be threatened.
You need to impress on the chairman the duty of confidentiality, the reputation-related issues and the legal implications associated with the request, with legal advice if necessary. If the chairman insists, arguing it is in the interests of the organisation, seek a formal written request outlining the need for the information, to be processed through the usual channels. If this is not forthcoming, make detailed notes of the issue and keep a copy in your personal records at home.
Dilemma answered by Tiina-Liisa Sexton, CPA Australia's ethics adviser.
