1. Introduction 

This document contains the basic rules and policies governing the business practice of Abbey Theatre Amharclann na Mainistreach (hereinafter called “the Abbey Theatre”). It supports the Abbey Theatre’s commitment to the highest standards of business conduct and has been prepared to assist Board Members and employees in understanding their rights, duties and obligations as persons connected with the Abbey Theatre. This code is binding and requires that each Board Member and member of staff be familiar with it. 

The Code of Business Conduct is essentially a description of proper attitudes that should govern the behaviour of Board Members and employees. It is important not to view the code as a comprehensive list of “do’s” and don’ts” but rather as a tool to assist people in being mindful of the requirement for behaving with integrity, lawfulness/compliance, professionalism, confidentiality and fairness in all aspects of the Abbey Theatre’s business while seeking to implement the principles of good governance as set out by the Charities Regulator. 

2. Objectives 

The main objectives of this Code are as follows: 

• To establish a set of ethical principles for all Board Members and employees; 

• To promote and maintain confidence and trust in the Abbey Theatre; 
• To prevent the development, continuance or acceptance of unethical practices; 
• To ensure that the Abbey Theatre’s business is transacted with fairness and integrity. 

In general, Board Members and employees are expected both personally and professionally to behave in a fashion which reflects positively on their association with the Abbey Theatre. The Abbey Theatre will not accept discrimination of any form including but not limited to sex, marital status, family status, age, sexual orientation, disability, race and creed. All persons connected with the Abbey Theatre must avoid any practice or conduct in the workplace which amounts to racist, religious or sexual discrimination or harassment of any kind. 

3. Behaving with Integrity 

The principle of integrity is that each Board Member and employee should be open, truthful and honest in all dealings with the Abbey Theatre and all business dealings or transactions on behalf of the Abbey Theatre.

Ethics are fundamental in the charity sector. Board Members and Executive have the power to create an ethical culture and set a tone where agreed values are reflected in everything the Abbey does. The behaviour of individual Board Members and members of the Executive is very important; they must lead by example. The legal duty to act in the best interests of the Abbey means that Board Members must be independent, and not act in their own personal interest or the interest of other individuals or bodies.

There should be no conflict of interest between the work of the Board Member or employee in the Abbey Theatre and any outside personal interest. 

The following are examples of factors or circumstances which might give rise to the existence of such a conflict of interest when a transaction is being considered by the Abbey Theatre with an outside company or firm: 

• If the Board Member/employee carries on business with that company or firm; 
• If the Board Member/employee holds shares or other ownership or proprietary interest in that company or firm; 
• If the Board Member/employee is either a debtor or creditor of that company or firm; 
• If the Board Member/employee holds any office, whether as a Board Member, employee, advisor or otherwise of such company, whether for remuneration or not; 

• If the Board Member/employee is conducting or has conducted, transactions with that company or firm. 

Integrity means the inherent knowledge of right and wrong and the adherence to generally accepted moral principles. It includes the following: 

• Disclosure by Board Members and employees of outside business interests in conflict or potential conflict with the business of the Abbey Theatre; 

• Avoidance by Board Members and employees of outside business interests in conflict or potential conflict with the business of the Abbey Theatre and disclosure should it occur; 
• Maintenance of the confidentiality and security of any restricted or confidential information or not using such information for personal gain or abuse of one’s position in any way; 
• Drawing only official remuneration in respect of official activities; refraining from giving or receiving corporate gifts, hospitality, preferential treatment or benefits which might affect or appear to affect the ability of the donor or the recipient to make an independent judgment on business transactions.
• Refraining from using the Abbey Theatre’s reputation or resources for personal gain and avoiding outside influences which conflict with or impair work performance in any way; 
• Commitment to act in the best interests of the Abbey Theatre in all dealings with external agencies, but also ethically and honestly; 

• Purchasing goods/services in accordance with best practice. 

Board Members and employees are required to file a declaration of interests with the Company Secretary and to ensure that this declaration is updated as necessary.  

4. Confidentiality 

In the course of employment or term of office as Board Member, at whatever level, information concerning the Abbey Theatre becomes available to all Board Members and employees. Most of this information is confidential to the Abbey Theatre. Such information should never be used for personal benefit. Confidential information on the Abbey Theatre should not be disclosed to third parties, including the media. Board Members and employees should respect the confidentiality of information received from those with whom the Abbey Theatre does business and should ensure that no improper use of such information is made. 

It is the Abbey Theatre’s policy to comply with the requirements of the Data Protection Acts. Every effort is taken by the company to ensure that customer information is treated with absolute confidentiality and the following provisions are to be noted in particular: 

• Employees and Board Members are expected to keep all information concerning the organisation, its customers, third parties, and any other connected organisation with whom they are involved as an employee or Board Member of the company, absolutely confidential. Any deliberate breach of confidence shall be regarded as a very serious matter. This requirement for confidentiality extends beyond the period of employment or term in office as a Board Member. 

• Employees and Board Members should deliver to the Company or destroy (whichever is most appropriate), on termination of employment or term in office as Board Member, or at any time it may so request, all documents, notes, records, manuals, programmes or any other materials or property belonging to the Company or any organisations associated with or connected to the Abbey Theatre or relating to customers and/or third parties, which the employee or Board Member may then possess or have under their control. Copies may not be kept without the Abbey Theatre’s consent. 

• Employees or Board Members may not remove from the Abbey Theatre’s premises at any time, without proper advance authorisation, any document or other property which belongs to the organisation or contains or refers to any confidential information relating to the organisation, its customers, third parties or any organisations associated with or connected to the Abbey Theatre. The employee or Board Member must return to the organisation, post-termination of employment or term in office as Board Member, any documents or other organisation property that subsequently comes into their possession in the future. 

In summary, confidentiality means respecting and protecting the privacy of the Abbey Theatre’s affairs and activities and includes the following: 

• Non-disclosure of any restricted or confidential information
• Safeguarding sensitive information held by the Abbey Theatre in confidence 
• Exercising care in the storage of mail, documents and the disposal of records either electronic or paper 
• Seeking approval from the CoDirectors before publishing information to the media, and also seeking approval from the CoDirectors for lectures, letters or books relating to or potentially relating to the affairs of the Abbey Theatre 
• Complying with relevant statutory provisions including, where applicable, the Data Protection Acts and Ethics in Public Office Acts. 

The requirements for confidentiality does not apply if it becomes necessary for a Board Member or employee to inform the Charities Regulator about any matter which could threaten the future of the Abbey. Protected disclosure legislation should also be referred to in relation to the duty of Board Members and employees and the associated protections.

The Abbey Theatre acknowledges its duty to conduct its affairs in accordance with high standards of integrity, propriety, accountability and openness. To this end, the Abbey Theatre encourages members of staff to raise genuine and serious concerns about malpractice in the workplace at the earliest practicable stage. The Abbey Theatre’s Speak Up Policy Policy sets out a process whereby employees who have concerns about malpractice may, in good faith, raise those concerns at a high level in the Abbey Theatre, outside of normal line management, and externally without fear of detriment. 

5. Professionalism 

Professionalism can be defined as striving for excellence in all dealings on behalf of the Abbey Theatre. The standard of the services which the Abbey Theatre provides relies heavily on the contribution of each individual in their capacity as a Board Member or member of staff. 

Professionalism embraces the following: 

• Respecting the dignity of customers and colleagues alike 
• Being courteous at all times 
• Endeavouring to give regular and committed attendance to your post 
• Attending all meetings and committees on which you serve 
• Avoiding unfair treatment of customers and colleagues 

• Compliance with technical and professional standards pertaining to the position held and best practice generally 

6. Advancing Charitable Purpose and Loyalty 

All Board Members and employees owe loyalty and commitment to the Abbey Theatre in all its business activities. Board Members and employees should ensure that any of their outside activities do not in any way impair their ability to give regular, punctual and satisfactory service to the Abbey Theatre. In practice, a Board Member or employee should avoid circumstances where their loyalty to the Abbey Theatre is, or might be, capable of being interpreted as being compromised. 

Board Members and employees are not permitted to give or receive gifts, favours, hospitality services, payments, privileges or preferential treatment of any kind or nature whatsoever to or from any individual, enterprise or organization which conducts or seeks to conduct business with the Abbey Theatre unless: 

• To do so would not affect or appear to affect the employee’s ability to make an independent judgment on business transactions 
• To do so would be consistent with good business practice within the industry 
• Public disclosure of the transaction would not embarrass the Abbey Theatre 

• To do so would impose no obligations on the Board Member, employee or the Abbey Theatre 

All personal gifts should be notified to the recipient’s immediate line manager and no personal gifts or money should be accepted. 

7. Lawfulness/Compliance 

It is the Abbey Theatre’s policy to comply with all relevant statutory and regulatory requirements. It is the Abbey Theatre’s policy at all times to adhere to best business practice in all its operations. In accordance with this policy each Board Member and employee should: 

• Comply with all Health & Safety Regulations and the Abbey Theatre’s Safety Statement in their day-to-day activities 
• Comply with all internal regulations and procedures designed to prevent fraud or injury to persons, the property of the Abbey Theatre, or the interests of the Abbey Theatre generally 

• Complying with tendering and purchasing procedures 
• Ensuring insofar as is possible, that any business venture or transaction which is at variance with legal or regulatory requirements or which might be associated or regarded as supportive of illegal or criminal activities is not entered into on behalf of the Abbey Theatre. 

Appendix 1: Control Sheet 

Appendix 2: Standards of Behaviour for Employees 

All employees should maintain the highest standards of behaviour in the performance of their duties by: 

• Fulfilling their role as outlined in their contract of employment and job description to a satisfactory standard. 
• Performing their duties to the best of their ability in a safe, efficient and competent way. 
• Following the Abbey’s policies and procedures as well as any instructions and directions reasonably given to them. 
• Acting honestly, responsibly and with integrity. 

• Treating others with fairness, equality, dignity and respect. 
• Acting in a way that is in line with the purpose and values of the Abbey and that enhances the work of the Abbey. 
• Communicating respectfully and honestly at all times with colleagues and all persons who interact with the Abbey. 
• Observing safety procedures, including obligations concerning the safety, health and welfare of other people, in line with the training provided to them. 
• Reporting any health and safety concerns even if it is not within their area of responsibility. 

• Raising concerns about possible wrongdoing in the workplace in line with the Speak Up policy. 
• Directing any questions regarding Abbey’s policies, procedures, support or supervision to their line manager/supervisor. 
• Addressing any issues or difficulties about any aspect of their role or how they are managed in line with Abbey’s grievance procedures. 
• Keeping confidential matters confidential. 
• Exercising caution and care with any documents, material or devices containing confidential information and, at the end of their employment], returning any such documents, material or devices in their possession. 

• Seeking authorisation before communicating externally on behalf of the Abbey. 
• Complying with the Information Technology Policy. 
• Declaring any interests that may conflict with their work or the work. If any doubt arises as to what constitutes a conflict of interest, employees may seek guidance from the Director of HR. 
• Undertaking relevant training to maintain and improve knowledge, skills and work practices’ 
• Maintaining an appropriate standard of dress and personal hygiene. 

• Disclosing the fact that they have been charged with, or convicted of, a criminal offence by prosecuting authorities (or given the benefit of the Probation of Offenders Act. 

Employees are expected NOT to: 

• Bring the Abbey into disrepute (including through the use of email, social media and other internet sites, engaging with media etc.). 

• Engage in any activity which may cause physical or mental harm or distress to another person (such as verbal abuse, physical abuse, assault, bullying, or discrimination or harassment on the grounds of gender, civil status, family status, sexual orientation, religion, age, disability, race or membership of the Traveller community). 
• Be affected by alcohol, drugs, or medication which will affect their ability to carry out their duties and responsibilities during working hours. 
• Provide a false or misleading statement, declaration, document, record or claim in respect of the Abbey, its freelancers, employees or Board Members. 
• Engage in any activity that may damage property. 
• Take unauthorised possession of property that does not belong to them. 

• Engage in illegal activity in the workplace. 
• Improperly disclose, during or after their employment with the Abbey confidential information gained in the course of their work. 
• Seek or accept gifts, rewards, benefits or hospitality from a third party in the course of their work, which might reasonably be seen to compromise their integrity or personal judgement. (NOTE: Any gift other than a modest token of nominal value should be courteously but firmly declined, and should be reported to the Director of HR. Gifts or hospitality that are generally considered common business or social courtesies are acceptable only as long as they are reasonable in type, frequency and value. If any doubt arises as to what constitutes a modest token, employees may seek guidance from the Director of HR) 

Appendix 2: Standards of Behaviour for Board Members 

General Conduct 

• Board Members are required to act with honesty and integrity and exercise good judgement which may include seeking professional advice on appropriate matters on which Board Members do not have relevant expertise.
• Board Members are required to act in the best interests of the Abbey at all times. 

Independence  

• Board Members are required to act independently, particularly in relation to assets, property, legal and regulatory obligations.
• Board Members should conduct themselves with integrity and in a manner that does not damage or undermine the reputation of the Abbey or its freelancers and employees. More specifically Board Members: 
• should not place themselves under any financial or other obligation to outside individuals or organisations that might seek to influence them in the performance of their duties; 
• must avoid actual impropriety and any appearance of improper behaviour. 
• Board Members must not act in order to gain financial or other benefits for themselves or for any persons connected to them such as their family, their friends, or any organisation that they own, manage or work for. 

• Board Members should avoid accepting gifts and hospitality that might reasonably be thought to influence them in carrying out their role as a Board Member.

The role of the Board Member 

• Board Members should understand and perform their roles and responsibilities to the best of their abilities at all times.

• Be prepared to provide adequate time and commitment as required to fulfil the role of Board Member, adequately preparing for meetings and participating in committees and special events when required.

Board Meetings 

• Board Members should aim to attend all meetings, contribute appropriately and effectively, and avoid dominating the contributions of others. 

• Always respect the authority of the Chair of the board, and the Chair of any meeting. 
• Bring a fair and open-minded view to all discussions of the board, maintain a respectful balance between speaking and listening, treat different views with respect, and ensure that all decisions are made in the best interests of the Abbey. 
• Bring a genuinely independent perspective to enhance decision-making, given that Board Members share responsibility for board decisions. 
• Ensure their contributions are informed and impartial when presenting views on topics in meetings while listening to and respecting the input and experience of other Board Members. 
   

Freelancers/Employees within the Abbey 

• Board Members should aim to support freelancers and employees in carrying out their duties and always, in terms of their conduct, serve as an example of how everyone in the Abbey should conduct themselves in order to reflect the values of the Abbey.
• Work considerately and fairly with everyone in a way that respects diversity, different roles and boundaries and avoids giving offence. 
• Accept and respect the difference in roles between the board on the one hand and employees on the other, ensuring that the board, freelancers and any employees work effectively and cohesively for the benefit of the Abbey and develop a mutually supportive and loyal relationship by: 
• respecting management arrangements and avoiding any actions that might undermine such arrangements; 

• not interfering in the performance by freelancers or employees of duties delegated to them within the Abbey while ensuring that and any employees working for the Abbey are held to account through the manager/CoDirectors, as appropriate. 

Legal Requirements and Policies 

• Board Members must act in accordance with the Abbey’s governing document and ensure that the Abbey complies with all applicable laws including charity law, company law, health and safety law, lobbying, data protection law and employment law. 

• Promote and preserve the obligations of confidentiality about sensitive board matters. However, the requirement for confidentiality may not apply if it becomes necessary for the Board Member to inform the Charities Regulator or any other statutory body about any matter, which could threaten the future of the Abbey or could represent a breach of any law with which the Abbey is required to comply. 
• Abide by the Abbey’s conflict of interests or loyalties policy and ensure the Abbey’s conflict of interest register is completed and updated as required. 
• Abide by any equality, diversity, safeguarding, health and safety, bullying and harassment policies and any other policies agreed by the board. 
• Ensure that claims for out of pocket expenses are made in accordance with agreed procedures.