Approved by the Management Committee February 21, 2025

This Code of Conduct outlines the expectations, guidelines, and standards of behaviour for all members of PROBUS Toronto Waterfront. It governs behaviour during club activities, events, meetings, and any interactions between members or when representing the club. By joining the club or renewing club membership, members agree to abide by this Code.

A. Member Responsibilities

All club members shall:

• Act honestly, ethically, and with integrity, avoiding any behaviour that could harm the club's reputation or values.
• Adhere to the Standard Constitution for PROBUS Clubs, all club bylaws and policies, and all relevant laws and regulations.
• Be responsible and accountable for their actions and ensure that guests understand and adhere to the club's expectations.
• Welcome members from different cultures and backgrounds.
• Treat all individuals with dignity, respect their rights and opinions, and refrain from discriminatory or derogatory remarks or actions.
• Be mindful of the impact of their words and actions on others, avoiding bullying, harassment, intimidation, or inappropriate behaviour in any form.

Club members may:

• Participate in political activities including membership in a political party, supporting a candidate for elected office, or seeking elected office. However, such political activities must be clearly separated from activities related to their PROBUS club roles.

Club members shall not:

• Display or condone the use of inappropriate or abusive language, bullying, harassment, discrimination, physical violence, or conduct that may be construed as unethical. This includes all forms of communication, such as email, phone, and/or social media.
• Misrepresent the club in any negotiations, dealings, contracts, or agreements 
• Obtain a personal advantage or benefit by use of the PROBUS club’s name or resources.
  
  

B. Management Committee Responsibilities

Management Committee (MC) members shall:

• Actively contribute to the effective work of the MC by regularly attending and preparing for meetings.
• Demonstrate diligence in performing their MC responsibilities.
• Act only in the interests of the Club as a whole, not for individuals or small groups.
• Follow through on any commitments or agreements made during MC or general meetings.
• Apply judgment carefully, making decisions that are transparent, objective, impartial, and fair, and based on an analysis of all available and relevant information.
• Respect the finality of decisions made at MC or the club’s general meetings.
• Keep discussions on MC differences of opinion within the committee. Outside parties should not be involved.
• Declare any actual or potential conflicts of interest.
• Use concise and forthright written and oral communication.
• Seek ways to reasonably accommodate members’ needs.
• Manage Club funds to maximize value for money in all of the Club’s financial dealings.
• Follow the prescribed policies and procedures for receiving, recording, handling, and protecting money. 
• Inform members about the Code of Conduct, its importance, and any updates or changes.
• Apply the Code of Conduct fairly and consistently, addressing any breaches promptly and appropriately.
  
  

C. Conflict Resolution

The MC will attempt to resolve conflicts and disputes respectfully, using constructive communication and seeking peaceful resolutions. 

A suggested conflict resolution process is:

a. Establish the ground rules (respect and decorum in the spirit of PROBUS).

b. Identify the Issues.

c. Identify common goals.

d. Identify expected outcomes and the steps to achieving these.

e. Set a timeline for achieving these goals.

f. Set a time to evaluate and reflect along the way.

If the MC is unable to resolve the conflict, or if the conflict involves the MC itself, the MC shall request that the club’s District Director mediate the conflict. The District Director shall then investigate the reported conflict thoroughly, gathering relevant information and hearing from all parties involved to identify the issues and potential resolutions before initiating the above suggested conflict resolution process.

D. Disruptive Members (based on Suggested Bylaw for PROBUS Clubs, Article II.8)

If in the opinion of, and after due consideration by, the club's MC, a member who has conducted himself/herself in a manner that causes serious discord within the club membership, the MC shall endeavour to discuss and favourably resolve the issue with the member. 

Should such discussion be unsuccessful, the member may be asked by the President to resign. Should the member not resign, the MC, by majority vote, may choose to not accept the renewal of the membership of the member for the following and any subsequent year(s) and shall return any club membership renewal fees paid by or on behalf of the member for any period for which the member’s membership in the club has not been in effect. 

E. Breaches of the Code

The MC is responsible for reviewing breaches of this Code. 

If a club member believes that this Code has been breached, as soon as possible they shall inform the President, or if the President is the person of concern, they shall inform the Vice President. If both the President and the Vice President are involved, the club shall request their District Director to investigate the breach.

The procedure for investigation of the breach by the President, Vice President, or District Director will be:

• Initiation of an informal discussion with the person(s) of concern, referring to specific parts of this Code.
• If the informal discussion does not resolve the issue, initiation of a documented discussion with the person(s) of concern.
• If the issue remains unresolved, then the MC will be advised and may be asked to investigate further.

If the MC or District Director finds on further investigation that a person has breached this Code, the MC may do one or more of the following, based on the principles of procedural fairness:

• Decide to take no further action and as soon as possible inform the person of this decision.
• Request that the person take appropriate corrective action, generally or as may be specified by the MC.
• Initiate a process similar to the conflict resolution process in Section C of this Code.
• Take any other action the MC considers necessary or appropriate in the circumstances. Possible actions include suspending the person’s membership in the club or MC for a set amount of time, or terminating the person’s membership in the club or MC as described in Section D of this Code.
  
  

F. Review

The MC will review and re-approve this Code on an annual basis, with any amendments considered necessary or appropriate to ensure its provisions remain effective and relevant.

Approved by the Management Committee of PROBUS Toronto Waterfront on February 21, 2025.