Code of Ethics
We, the trustees and members of the Blockchain Council of the Philippines Inc. (the “Corporation”), shall be committed to observe and promote the highest standards of ethical conduct. We hereby promulgate and pledge to accept this Code of Ethics as the minimum guidelines for ethical conduct, and shall endeavor, to the best of our capabilities, to practice the express, implied, and incidental duties and responsibilities as stated hereunder. (To be hereinafter known as the “Code”)
ARTICLE I. PROVISIONS COMMON TO MEMBERS AND TRUSTEES
Sec. 1. On Integrity and Courtesy
Everyone shall:
a. Faithfully abide by the Articles of Incorporation, By-laws, policies, and other principles of standard corporate and industry practices.
b. Faithfully respect and obey the laws, rules, and regulations set by competent authorities, which are applicable to the dealings of the Corporation.
c. Maintain a professional level of courtesy, respect, and objectivity in all of the Corporation’s activities, and remove every indicium of abuse of authority at all times.
d. Exercise reasonable care, good faith, and due diligence in both the Corporation’s internal and external affairs.
e. Promote collaboration, cooperation, and partnership among the members of the Corporation.
f. Respect the diversity of opinions as expressed or acted upon by the Board of Trustees (the “Board”) and its committees, and those given by the membership, and formally register dissent, as appropriate.
g. Pay the annual membership fees diligently and punctually in accordance to the schedule set by the Boar; provided, that the latter is not precluded from waiving any membership fees and other charges or penalties, if any, after proper evaluation.
h. Uphold and promote the adoption of Blockchain Technology, in line with the Corporation’s mission and vision.
i. Protect and strengthen the image and reputation of the Corporation, its trustees, members and affiliates.
Sec. 2. On Accountability
a. Fully and faithfully identify and disclose, at the earliest opportunity, information that may result in a perceived or actual conflict of interest.
For this purpose, a conflict of interest shall mean any personal or official dealings which are prejudicial to the Corporation’s vision and mission, rights, and interest. It shall also mean any dealings or transactions when a trustee or member, or any member of his/her family up to the 2nd degree of consanguinity and affinity, receives improper personal benefit as a result of his/her membership or position in the corporation.
b. Fully and faithfully disclose, at the earliest opportunity, information or fact that would have significance in board decision-making.
c. Remain accountable for prudent fiscal management.
d. Strive to uphold practices that will assist in the positive development of the members of the Corporation and not for personal gain.
e. Restrain themselves from using the Corporation’s name, information and/or property for personal gain, unless otherwise expressly allowed by the Board.
f. Exercise the powers vested, for the good of all members of the Corporation rather than for his or her personal benefit.
Sec. 3. On Equal Opportunity
a. Ensure the right of all members to appropriate and effective services without discrimination on the basis of geography, political, religious, or socio-economical characteristics of the state, region, sector or group represented.
b. Ensure the right of all members to appropriate and effective services without discrimination on the basis of the Corporation’s volunteer or staff make-up in respect to gender, sexual orientation, national origin, race, religion, age, political affiliation, or disability, in accordance with all applicable legal and regulatory requirements.
Sec. 4. On Confidential Information
a. Respect the confidentiality of sensitive information disclosed to the concerned member/trustee.
This includes information originating from internal discussions of the Board regarding sensitive matters, those accessed from the Corporation’s computer systems, stored in electronic media or those appearing in hard-copy format. It also includes those which, in the opinion of the Board, are considered sensitive information necessitating confidentiality and non-disclosure.
b. Safeguard the corporation’s information from loss, improper modification and disclosure to unauthorized persons, the media and the public in general.
ARTICLE II. PROVISIONS APPLICABLE TO OFFICERS AND TRUSTEES
Sec. 1. Duties and Responsibilities
a. Perform their respective duties and responsibilities with the highest degree of professionalism, integrity, and skill.
b. Be accountable to Corporation’s assets and resources, and shall at all times, maintain transparency in all transactions and dealings entered into on behalf of the Corporation.
c. Use the Corporation’s assets and resources efficiently, faithfully and economically to avoid wastage.
d. Extend prompt and due response to members and affiliates in need of assistance in matters involving the Corporation.
e. Observe the highest standards of good corporate governance in the performance of his/her duties.
f. Faithfully abide by the applicable laws, rules and regulations relevant to his/her functions in the Corporation, including orders that are duly promulgated by the Board or the concerned committee.
g. Not to use his/her official position for personal interests.
h. Diligently, strictly and faithfully practice and observe his/her undertakings stated in the Trustee’s Declaration.
Sec. 2. Inhibition
The officer/trustee shall inhibit from voting in any matter in which he/she has a potential or actual interest.
ARTICLE III. DISCIPLINARY MEASURES
Sec.1 General Provisions
a. The matters on discipline and violations of the Articles of Incorporation, By-laws and the Code, shall be handled primarily by the Committee on Governance and Ethics (the “Committee”) sitting as a fact-finding body.
b. The powers, functions, and responsibilities as contained in the charter of the Committee shall be observed and respected in disciplinary proceedings.
Sec. 2. Trustee’s Discipline
a. The disciplinary proceedings against a trustee (the “Subject Trustee”) may be commenced motu proprio by the Committee or upon written complaint by a trustee or a regular member, upon a finding of a probable violation of the Code, duly approved board resolution or policy of the Corporation.
b. On the basis of its own findings and/or the written complaint, the Committee shall give its official recommendation to the Board acting as the Corporation’s disciplinary body. The Board shall issue a written notice to the Subject Trustee indicating the charges and evidence against him/her.
c. The Subject Trustee shall be given the opportunity to respond in writing to the allegations against him/her within five (5) days from receipt of the notice. He/she may include all evidence in support to his defense.
d. The Board shall, after evaluation of all documents and evidence on hand, and thru guidance of counsel, impose the proper penalty which may be through reprimand or suspension from office, if in its opinion, such penalties are proper.
Sec. 3. Removal of a trustee
a. The following shall be the grounds for removal of a trustee:
1. Misrepresentation/s made on the Blockchain Council of the Philippines Inc. (“BCP”) Trustee Declaration;
2. Change of circumstances from that declared under the BCP Trustee Declaration;
3. Grave violation of the Code of Ethics;
4. Non-attendance in Board meetings, constituting fifty (50%) of the total thereof; and
5. Finding that the trustee possesses any disqualification under the Revised Corporation Code of the Philippines, or any other applicable laws, rules and regulations.
b. The procedure in Sec. 2 of this article shall be observed, except that the Board, after evaluation of the documents and evidence on hand, shall issue its recommendation to the regular members of the Corporation as a pre-condition to the conduct of the final votation in accordance with Sec. 27 of the Revised Corporation Code of the Philippines.
Sec. 4. Members’ Discipline
a. A member found to be in violation of the Code, duly promulgated board resolution or Corporation policy, shall, after due notice and opportunity to be heard by the Board, be imposed with the following sanctions:
For first offense involving a minor violation, the erring member shall be REPRIMANDED with a stern warning that future misconduct will be dealt with more severely.
A violation shall be considered as minor, if it is unintentional or is not a result of a purposeful, reckless, or criminally negligent conduct. All other violations shall be considered as grave.
b. A member who is found to be in grave violation of the Code may be REMOVED from his/her membership. For this purpose, the following procedure shall be observed:
a. A written complaint, indicating the charge/s against the member (the “Subject Member”), shall be submitted by any member or trustee to the Membership Committee or in the absence of the latter, to the Committee on Governance and Ethics.
b. The Committee concerned shall give its official recommendation to the Board acting as the Corporation’s disciplinary body. The Board shall issue a written notice to the Subject Member indicating the charges and evidence against him/ her.
c. The Subject Member shall be given the opportunity to respond in writing to the allegations against him/her within five (5) days from receipt of the notice. He/she may include all evidence in support to his defense.
d. The Board, upon recommendation of the Membership Committee or the Committee on Governance and Ethics, shall deliberate and consider all the available pieces of evidence.
e. In a Board meeting duly convened for such purpose, the Subject Member may be removed by majority vote of the members present and participating in such meeting.
f. The Subject Member shall be notified as to the result of the deliberation.
c. A member who fails to pay membership dues after receipt of two (2) collection letters shall be considered as automatically REMOVED from his or her membership.