Pan American Health Organization @ Regional Office of the World Health Organization As mentioned in CD46/28, this document is submitted ___ for the information of the 46th Directing Council Guidelines of the Pan American Health Organization on Collaboration with Private Enterprises Approved by the Director of PAHOTABLE OF CONTENTS INTRODUCTIO? 1 GENERAL PRINCIPLES. 11 PAHO’S MISSION... 1.2. MISSION AND GOALS OF PRIVATE ENTERPRISES, 1.3 ANALYSIS OF THE PROPOSED COLLABORATION. II GUIDELINES FOR COLLABORATION WITH PRIVATE ENTERPRISES.......::::.000 2.1 THE COLLABORATION MUST FIT CLEARLY WITHIN PAHO’S MISSION AND PRIORITIES, es : : 2.2 THE PRIVATE ENTERPRISE MUST BE A SUITABLE PARTNER... 2.3 PAHO'S NAME AND PARTICIPATION IN COLLABORATIONS WITH PRIVATE ENTERPRISES MUST BE USED IN A MANNER THAT IS CONSISTENT WITH ITS MISSION AND STATUS AS AN, INTERNATIONAL PUBLIC HEALTH AGENCY. 2.4 PAHO MUST ALWAYS MAINTAIN FULL INDEPENDENCE, CONTROL AND OBJECTIVITY IN THE PROPOSED COLLABORATION... . 2.5 PAHO SHOULD NOT PARTICIPATE IN INDIRECT RELATIONSHIPS WITH PRIVATE. ENTERPRISES UNLESS IT COULD PARTICIPATE DIRECTLY WITH SUCH PARTNERS. oe . : 2.6 THE EXISTENCE OF A COLLABORATIVE RELATION MUST BE A MATTER OF PUBLIC RECORD. eer : . — 2.7 NO APPEARANCE OR FACT OF PERSONAL GAIN SHOULD RESULT FROM THE, COLLABORATION. : II PROCEDURES FOR DECISION-MAKING. 3.1 OFFICE OF LEGAL AFFAIRS... 3.2 THE COMMITTEE ON COLLABORATION WITH PRIVATE ENTERPRISES. .. 3.3 DIRECTOR OF PAHO. 3.4 REVIEW AND REPORTING. 10 1B B 4 15 1s 16 16 16{TRODUCTION The constitutional purposes of the Pan American Health Organization (PAHO) are to promote and coordinate efforts of the countries of the Wester Hemisphere to combat disease, lengthen life, and promote the physical and mental health of the people. In its efforts to fulfill these purposes, the Pan American Sanitary Bureau, as the Secretariat of PAHO, a regional international agency specializing in health, wishes to strengthen its alliances with diverse individuals and organizations throughout civil and commercial society. In the increasingly global world economy where public international agencies alone rarely have the resources needed to implement large-scale programs, the latter have become an ever more dynamic force as potential partners. PAHO recognizes the need to collaborate more closely with civil and commercial partners to draw on their expertise and capacities in order to achieve the Organization's goals. The purpose of these Guidelines is to facilitate the formulation and implementation of alliances between PAHO and private enterprises in a principled and effective manner. This document is divided into three sections. The first discusses the general principles that inform PAHO’s decisions in its collaborations with private enterprises, the second discusses guidelines that PAHO should follow in making decisions as to whether to enter into such alliances, and the third section outlines the process by which specific decisions should be made. I. GENERAL PRINCIPLES As an organization constituted under public intemational law PAHO should engage in alliances that advance the core mission and priorities of the Organization as established by its Member States, 1.1 PAHO’S MISSION PAHO’s mission is “to lead strategic collaborative efforts among Member States and other partners to promote equity in health, 10 combat disease and to improve the quality of, and lengthen the lives of the peoples of the Americas.” As an international organization specializing in health, PAHO’s allegiance is strictly public and intemational in nature, and must be free from inappropriate influence by any parochial interests. PAHO must not compromise its independence, or the privileges and immunities that support it, in favor of any national, sub national, private or financial interest. Our alliances must therefore be based on principles of mutual respect and transparency, advancing clearly established public health objectives within the priorities of the Organization as established by its Member States.The following principles will help ensure that PAHO attends to its mandated mission and will help the Organization assess potential alliances with private enterprises: a) Benefits to PAHO’s Member States must predominate; b) PAHO’s decisions must be based on sound scientific evidence and the public good; c) PAHO must be a diligent steward of its Member States’ trust and funds; 4) PAHO, its officials, staff and consultants must conduct themselves according to the highest ethical standards. 1.2 MISSION AND GOALS OF PRIVATE ENTERPRISES Within the context of the present Guidelines the term “private enterprises” encompasses “not-for-profit” and “for-profit” organizations. Not-for-profit organizations include voluntary associations, foundations, civic groups, professional associations, universities, unions, and other similar types of entities. For-profit organizations shall include corporations, partnerships, proprictorships, and others intended to generate financial gain for their owners. While many types of organizations may share much or part of PAHO’s stated mission, such would rarely be central to a private organization’s mission. By definition, “private enterprises’,” missions and goals will be diverse, covering philanthropy, non- governmental aid societies, industry associations, and commercial enterprises. For-profit organizations and their associations, in particular, are motivated principally by a desire for a return on investment. Even in those cases where corporate donor programs have sought to demonstrate social responsibility through programs such as “cause-marketing”, the fact remains that such activities are usually fueled by the realization that a good corporate image sells better and builds good will amongst consumers, proprietors, competitors and public policy makers. Regardless of the nature of the private enterprise, for-profit or not, PAHO must evaluate the stated mission, goals, image, financial integrity, and historical policy and practices of the organization, to understand and thus better evaluate the underlying interests and objectives of the private enterprise concerning the proposed collaboration or alliance. 13 ANALYSIS OF THE PROPOSED COLLABORATION For purposes of these Guidelines, a collaboration is defined as an interaction between PAHO and one or more private enterprises in which all parties work together to carry out a common goal, within their respective missions, The interaction is voluntary but should be spelled out in a mutual written agreement,The types of collaborations proposed to PAHO by private enterprises typically wolve, but are not limited to, funding of and/or participation in symposia, workshops and conferences, funding of fellowships and research grants, payment of consultants, funding of public health initiatives, projects and studies, product research and development, endorsements, and advertising in publications or meetings. Benefits accruing from such collaborations can include bringing new technical expertise to public health priorities identified by PAHO, mobilizing financial resources, creating opportunities for PAHO to develop its capabilities in previously unserviced or under-serviced areas, or bringing together experts to act synergistically. In addition, distribution systems and personal contacts of the collaborator or PAHO may afford better dissemination of important health information, services or products to the general public or to populations otherwise difficult to reach. Each collaboration will undoubtedly bear different benefits for different programs and populations. It is essential, however, that such benefits be reasonably and accurately estimated when weighing the desirability of a proposed collaboration. In ideal collaborations, both parties bring credibility with selected segments of the population on certain issues and/or technical expertise. While PAHO may have limited financial resources, simple monetary benefit to the Organization is insufficient by itself to justify a particular collaboration. Non financial benefits should be given due consideration. I. GUIDELINES FOR COLLABORATION WITH PRIVATE ENTERPRISES A step by step evaluation of the potential benefits and harm of any proposed collaboration should address a number of issues and will depend on the specific circumstances of each proposed collaboration. The primary consideration in evaluating any collaborative relationship must be the avoidance of a conflict of interest. Although the term conflict of interest is usually applied to individual ethics, it ‘must also be applied to organizational ethics. The basic premise is that, when faced with duties derived from two separate and sometimes conflicting mandates, no one person can serve, in good faith, both at the same time. In the organizational context, a public international organization such as PAHO ‘owes a duty of undivided loyalty as fiduciary to its Member States. Thus the Organization must avoid any situation whereby the institution, its programs, officials, staff or consultants have to respond to interests that clash with those of the Organization as a whole,‘The mere appearance of impropriety in PAHO’s relationships with private enterprises can be as harmful to the Organization as actual conflicts of interest. In fact, in cases where no actual conflict of interest exists, the very appearance of compromised principles may limit PAHO’s ability to carry out its mission. In other words, appearing to “do wrong” while “doing right” is not acceptable. The responsibility of avoiding even apparent conflicts of interest, therefore, is just as great given the overarching importance of preserving the Organization’s image and Member State’s trust in PAHO. The decision of whether to collaborate with a given private enterprise should be based on a benefits-risk analysis, seeking at all times to avoid any type of conflict of interests. It is possible, though not common, for the benefits to be so great that they outweigh significant risks. The following are guidelines to be considered in the decision-making process. It should be noted that no one situation or individual partner may fit neatly within any one guideline. Therefore, the recommendations and examples used often cut across a wide range of guidelines. 2.1 THE COLLABORATION MUST FIT CLEARLY WITHIN PAHO’S MISSION AND PRIORITIES: Asa general rule, PAHO should not collaborate with any private enterprise whose mission, goals or practices are, or may be deemed to be, detrimental to health or contrary to PAHO’s mission and priorities. Some questions to be asked in this regard include: * Does the proposed collaboration relate directly to PAHO’s mission and priorities? ‘* Does the proposed collaboration strengthen PAHO’s role as the leading international public health agency in the Western Hemisphere? ‘* Does the proposed collaboration have a large public health impact in relation to the costs? Ifa proposal was designed exclusively by a private enterprise, chances are that the project will weigh in favor of private interests. Consequently, all such proposals should be carefully reviewed by PAHO in order to assess whether the individual project is compatible with the Organization's mission. Even if such a project advances undeniably beneficial public health goals, without any other detrimental effect, PAHO should also ensure that the proposed collaboration does not divert regular budget resources from the Organization's mandated priorities and more pressing public health needs. If collaborative projects originate with PAHO, obviously, it is much more likely that they will fit well within the Organization’s mission and priorities. The following specific recommendations derive from Guideline 2.1:a) Incompatibility: Funds and/or other types of donations, contributions or collaboration should not be accepted from private enterprises whose activities or objectives are incompatible with PAHO’s mission, such as enterprises with ties to tobacco, alcohol, weapons, land mines, or other products or procedures deemed to have detrimental public health effects. b) Priorities: Funds and/or other types of donations, contributions or collaboration may be accepted from private enterprises whose activities or objectives are compatible with PAHO’s mission, or not directly related to PAHO's work, provided that such collaborations contribute to PAHO’s priorities. 2.2 THE PRIVATE ENTERPRISE MUST BE A SUITABLE PARTNER A suitable private enterprise partner is one whose mission and goals are viewed as compatible with those of PAHO. In addition to examining the mission and goals of a private enterprise, PAHO must also assess its product line, services, behavior and public image in order to determine whether these are consistent with PAHO’s mission and priorities. Some questions to be asked in this regard include: © Have any of the products or services of the private enterprise, or distribution or delivery thereof, been deemed to be detrimental to health? * Does the private enterprise engage in practices that have a negative impact on health? * Does the private enterprise adhere to similar scientific, ethical, and legal principles and practices as those pursued by PAHO? ‘* Will the private enterprise agree to comply with PAHO’s policy and regulations? * What is the relevant history of the private enterprise’s previous collaborations with PAHO or other public health agencies? In addition to the above questions, PAHO should also inquire as to the private enterprise’s behavior in areas not directly related to health, as well as its overall ethical corporate behavior. Issues such as the use of child labor, regulatory compliance, marketing and advertising practices, environmental commitment and government relations should be discussed with the potential collaborator. PAHO should also be mindful of the public image of the private enterprise with which it chooses to collaborate, since the overall perception of a potential partner will inevitably color the appropriateness of PAHO’s actions. The collaboration must always enhance PAHO’s mission, image and credibility.In specific cases where a private enterprise is owned by another, (¢.g. subsidiaries owned by a parent company), the same questions must be asked of the parent or other commonly owned organizations. ‘The following specific recommendations derive from Guideline 2.2: a) Unsuitable partners: Consistent with Guideline 2.1 above, private enterprises with ties to tobacco, alcohol, weapons, land mines, that produce other products detrimental to public health, or that cause severe environmental contamination, are considered unsuitable partners. b) Anonymous donations: Anonymous donations may not be accepted under any circumstances, 2.3 PAHO’S NAME AND PARTICIPATION IN COLLABORATIONS WITH PRIVATE ENTERPRISES MUST BE USED IN A MANNER THAT IS CONSISTENT WITH ITS MISSION AND STATUS AS AN INTERNATIONAL PUBLIC HEALTH AGENCY In order for PAHO to carry out its mission, it must inspire confidence in its expertise and integrity. In any collaboration, PAHO must specify that the potential partner will not attempt to use PAHO’s name, advice, reputation or logo solely to promote itself or a product. PAHO should therefore ensure that any stance taken on issues of public health importance is supported by the interests of PAHO’s Member States. This responsibility must be borne out in fact and in appearance because of the importance of the public's trust in PAHO. The appearance of compromised principles may limit PAHO’s ability to carry out its public health mission fully as much as any actual compromising episode. Some questions to be asked in this regard include: © What are the private enterprise's values, benefits or motivation for entering into the collaboration? + Is the proposed collaboration established on the basis of mutual respect, trust, and transparency? Collaborating with one private enterprise alone (among several providing like products or services) may, in addition to possibly implying endorsement of that enterprise or its product, give a real or perceived (by its competitors) competitive advantage to the collaborator. The following specific recommendations derive from Guideline 2.3: a) Private enterprises with direct interests: Funds and/or other types of donations, contributions or collaborations may be acceptable as long asb) °) d they are not used to fund activities that could directly benefit commercial interests of the donor or its products. Thus, PAHO may decline to accept funding for activities such as workshops, seminars, congresses and other types of projects from a single private donor that has an interest in the outcome of the activity. Private enterprises with indirect interests: Caution should be exercised in accepting funding from private enterprises that have even an indirect or apparent interest in the outcome of the project (i.e. activities related to the enterprise’s field of interest, without a direct conflict as referred to above). In such cases, other private enterprises having similar indirect interests should be invited to contribute. In addition, it is preferable to seek funds from other sources. The larger the proportion of the donation from any one source, the more scrutiny should be applied in order to avoid the possibility of an apparent conflict of interest. In all cases, PAHO must retain control over the subject matter, conduct, and dissemination of the results of the project (see Guideline 2.4, below). Product endorsement: No direct endorsement of a product or service is permitted by PAHO. Centifications: At times, PAHO may be called upon to evaluate a product to determine whether it performs as intended. While PAHO may certify performance under very specific circumstances, it may not endorse one product over another. Any certification program must be approved by the Committee on Relations with Private Enterprises (see Section III, below). Cost recovery: In cases where an official evaluation scheme is in place, i.e. to evaluate certain products, processes or services against official WHO guidelines or standards, PAHO may charge enterprises for the evaluation of their products on a non-profit (cost recovery) basis. (For example, pesticide manufacturers pay for having their product tested in the WHO Pesticide Evaluation Scheme (WHOPES). The purpose of official WHO evaluation schemes is always to provide advice to governments and/or organizations, such as UNICEF for procurement.) Evaluation does not constitute endorsement of the product(s) in question. Use of PAHO’s name, acronym and logo: No private enterprise shall be authorized to use the PAHO name, acronym or logo for the promotion, advertisement or marketing of its products or services. Neither may it be used in written materials or websites for advertising alliance or partnership with PAHO, without the prior written consent of PAHO, Any use of the PAHO name, acronym and logo must be authorized by the Office of Legal Affairs (LEG). (Use of the WHO emblem must be authorized by WHO in accordance with Manual provision I.1.470.)8) References to collaborations by private enterprises: Unless otherwise agreed to in writing by PAHO, a private enterprise may not use the results of its collaboration with PAHO for commercial purposes, or seck promotion from the fact that they have made a donation or collaborated with PAHO. However, contributors are entitled to make reference to donations in their intemal official documents, such as corporate annual reports. In order to ensure compliance with the above, fundraising letters to, and letters of acceptance of donations from, private enterprises should always be cleared by LEG. 2.4 PAHO MUST ALWAYS MAINTAIN FULL INDEPENDENCE, CONTROL AND OBJECTIVITY IN THE PROPOSED COLLABORATION All projects and collaborations must be designed so that PAHO maintains its independence, control and objectivity of judgement. This will ensure that PAHO's work and public health recommendations are supported by the interest of Member States, and not by private or commercial interest. Some questions to be asked in this regard include: * Is the project designed so that it is scientifically defensible? * Will PAHO review and approve any public statements about the project, its findings and implications? * Will PAHO have a say in data analysis, publication, and dissemination of results and materials? + Docs PAHO or the private enterprise have unilateral veto power over what can be disseminated? * Can either party halt the project if becoming uncomfortable with projected results or interpretations? These questions must be openly discussed in advance with private enterprise collaborators. Issues of control and responsibility should be well defined, with each partner taking steps to ensure that its interests are well safeguarded. Legal agreements should be drawn up in order to define clearly the rights and responsibilities of all partners. The Office of Legal Affairs must be involved at an early stage of the negotiating process. In any activity involving PAHO —where PAHO places its reputation at stake- it must retain control over the organization, publicity, strategy, selection of participants, results of the activity, and as to whether or not results are published or disseminated in any form (e.g, electronically), and if so, when. In exercising such control, PAHO should be guided by independent scientific opinion about the goals to be accomplished by the 10project, the qualifications of those asked to participate, and the validity and best use of its results and conclusions. The issue of independence also arises whenever a PAHO activity is predominantly funded by a single private enterprise or group. Insofar as possible, PAHO should avoid situations where a program becomes dependent upon continued funding from just one commercial partner. The following specific recommendations derive from Guideline 2.4: a) “Co-Sponsorship” of Meetings: In the absence of a conflict of interest and taking into account other considerations described in these Guidelines, PAHO may collaborate with private enterprises to organize meetings. However, such collaborations shall not be characterized in a way that implies private enterprise control over the agenda, organization, publicity, strategy, selection of participants, results of the meeting, and as to whether or not results are published or disseminated in any form (eg. electronically), and if so, when. Decisions of this nature are to be the exclusive responsibility of the Director of PAHO on a case by case basis, b) PAHO Meetings: For PAHO meetings, contributions from private enterprises should not be accepted to support the participation of specified invitees (including such invitees’ travel and accommodation), regardless of whether such contributions would be provided directly to the participants or be channeled through PAHO. In addition, participants at PAHO expert committee meetings should be asked to disclose (by means of a conflict of interest declaration) any sources of support received by them to attend a given PAHO meeting. These stipulations do not apply to observers at PAHO meetings. Contributions from private enterprises can be accepted to support the cost of a meeting in general or to include the overall cost of participants. Such contributions are subject to standard provisions relating to avoidance of conflict of interest and should be acknowledged in accordance with Guideline 2.6, below. a) PAHO staff participating in outside meetings (non-PAHO sponsored or co-sponsored meetings): Travel support funds can be received if the private enterprise is also supporting travel and other expenses of other Participants at the meeting. Travel support funds cannot be received from a private enterprise for PAHO staff attending a meeting held by third patties (i.e. a party other than the private enterprise proposing to pay for the travel). b) Exclusive partnerships: Support for an activity from a single enterprise not having a direct interest in the activity is acceptable, provided that other such enterprises ate also invited to contribute and all other criteria for uld) °) avoidance of conflict of interests are met. Still, PAHO should avoid exclusive partnerships, especially when the idea for collaboration originated within PAHO. As a rule, PAHO should offer to collaborate with all suitable partners, and collaborate as appropriate with all those who express interest. Dependency: Funds are acceptable from private enterprises whenever PAHO or individual programs do not, as a result, become substantially dependent upon private sources of funding from a single entity, or private enterprise grouping (dependency usually defined as 20% of the total extra- budgetary funding for the project or activity in any biennium). Ultimate dependency of support should subsequently be evaluated at regular intervals. Development of Guidelines: In the absence of a conflict of interest and taking into account other considerations described in these Guidelines, funds may be accepted from private enterprises for PAHO activities intended to produce guidelines or recommendations likely to be associated with PAHO. Funding for salaries of PAHO staff: Except in the case of secondments under paragraph (h) below, it is not acceptable to receive funds designated to support the salary of specific staff or posts (including short-term consultants) from private enterprises where contributions could give rise to real or apparent conflict of interests in relation to PAHO. However, it may be permissible to receive funds for projects with a staffing component and related travel, but each of these need be reviewed by LEG. Seconded personnel: Secondments from private enterprises to PAHO are acceptable under limited circumstances, provided that such personnel not come from industries deemed in clear conflict with PAHO’s mandate (see Guideline 2.1). There must be no conflict of interest between a person’s proposed activities for PAHO and their activities for the employer private enterprise. The seconded person may not seek or accept any instructions from, nor report to, any authority or entity external to PAHO. Moreover, said persons must be subject to all of PAHO’s rules and regulations, including clear obligations of confidentiality (both during and subsequent to such secondment) and to PAHO’s Code of Ethical Principles and Conduct. The seconded person must meet PAHO stipulated professional and language requirements, and must serve for a limited time period to be agreed in advance. Particular care should be exercised with secondments from health-related enterprises. Because of the sensitivity of this type of collaboration, proposed secondments should only be considered after consultations with the Office of Legal Affairs and will require referral to the Committee on Relations with Private Enterprises (see Section III below). Secondment agreement shall be drafted by LEG. 122.5 PAHO SHOULD NOT PARTICIPATE IN INDIRECT RELATIONSHIPS WITH PRIVATE ENTERPRISES UNLESS IT COULD PARTICIPATE DIRECTLY WITH SUCH PARTNERS Collaborative relationships with private enterprises should be directly negotiated with the potential partner. An indirect relationship occurs when PAHO collaborates with aprivate enterprise through an intermediary partner. Indirect relationships should never be established solely with a view to distancing PAHO from a private enterprise, and thereby avoiding an extemal perception of inappropriate collaboration. An indirect relationship often provides relatively little protection from the perception that PAHO is inappropriately working with a private enterprise. Indeed, in cases where no actual conflict of interest exists, the mere appearance of an indirect relationship, without adequate justification, is more than sufficient to compromise PAHO’s image. This is especially true when a third party (private foundation or association) is the intermediary between PAHO and a single private enterprise, The following specific recommendations derive from Guideline 2.5: a) Funding through intermediaries: PAHO cannot circumvent a conflict of interest by funneling resources through an intermediary, such as a not-for profit organization or foundation, 2.6 THE EXISTENCE OF A COLLABORATIVE RELATION MUST BE A MATTER OF PUBLIC RECORD Both PAHO and its private partners must be willing to make the existence of their collaborative relationships a matter of public record. How exactly this will transpire should be mutually agreed upon in writing, while ensuring that PAHO have an ‘opportunity to review and approve all public disclosures or press releases prior to publication in order to guarantee that PAHO’s name not be used for commercial gain or Purposes deviant from PAHO mission and priorities. Public disclosure of all such relationships and maximum transparency can only help to assuage concerns about any potential conflicts of interest and prevent the appearance that contributors of funds were afforded the ability to inappropriately influence, in any way, the technical aspects or results of such collaborative activities. Some questions to be asked in this regard include: * Can PAHO defend its collaboration upon publication of its details on the front page of a newspaper or in other public medium? 1BThe following specific recommendations derive from Guideline 2.6: a) Acknowledgements: Contributions from private enterprises should be publicly acknowledged by PAHO. The basic, and most common, approach to acknowledging contributions from private enterprises is to insert an acknowledgement in documentation relating to the pertinent activity, including any publication by PAHO of results stemming from same. PAHO should also list all contributions received from private enterprises in its annual reports to its Governing Bodies. Acknowledgements should be worded along the following lines: “The Pan American Health Organization gratefully acknowledges the financial contribution of [private enterprise's name] towards [description of the outcome or activity]. Generally, such language should not appear in an overly prominent location, such as the front cover of a publication. PAHO’s leadership need always be stressed. Similarly, any devices promoting brand recognition, such as logos, should not appear in a PAHO publication as they may permit the appearance of an inappropriate association between PAHO and the private enterprise involved. b) Advertising: PAHO may not solicit or include any advertisements from private enterprises in any of its publications or at any of its meetings, It may be acceptable to have exhibits at meetings where PAHO is listed as a co-sponsor, but the commercial element should never be overly associated with PAHO’s contribution. ©) Publications: In the absence of a conflict of interest and taking into account other considerations described in these Guidelines, funds may be accepted from private enterprises for meeting costs of PAHO publications. Such contributions will be acknowledged in accordance with paragraph (a), above. 2.7 NO APPEARANCE OR FACT OF PERSONAL GAIN SHOULD RESULT FROM THE COLLABORATION PAHO, its officials, staff and consultants shall not derive personal gain -or appear to do so- from private enterprise collaborations. This responsibility becomes critical when collaborations are entered into with a single private enterprise, or concem controversial subjects. Officials who appear to be doing wrong erode confidence in PAHO and give Member States and the public at large reasons to believe that PAHO cannot be trusted. 14‘A common solution to avoid individual conflicts of interest is simply to excuse \dividuals from official duties that impact other interest of the employees, or to require individuals to divest themselves of personal interests prior to undertaking official duties. The following specific recommendations derive from Guideline 2.7: a) Standards of Conduct: PAHO officials, staff and consultants may not accept any honor, decoration, favor, gift or remuneration from private enterprises (sce PASB Staff Regulations Article I and PAHO Staff Rules, Section 1.110). b) Hospitality: PAHO receptions and similar functions cannot be paid for by private enterprises or trade associations. Ill. PROCEDURES FOR DECISION-MAKING In order to assure prompt, efficient, and consistent evaluations of proposed collaborative relations, it is necessary to institute organizational procedures that will be both objective and well informed. Where new types of collaborations are proposed, the following procedures provide deliberative processes that effectively consider the project within the broader context of PAHO’s mission and priorities. Even with these Guidelines in hand, the ultimate decision of whether to collaborate with a private enterprise may still remain unclear in some circumstances, given that no set of precepts can seek to adequately address all situations. Each collaboration will therefore depend on PAHO’s judgment on a case by case basis. 3.1 OFFICE OF LEGAL AFFAIRS Whenever preliminary arrangements are being furthered with a view to entering into a particular collaboration with private enterprises, legal advice should be sought on about numerous aspects of the transaction, including the implementation of measures to prevent violations of these Guidelines. Requests for advice should be presented to the Office of Legal Affairs in advance of the expected date of the collaborative event and at an early stage of negotiation. PAHO should execute a written agreement with the collaborating partner(s). The agreement should identify key elements of the project including: goals, intended benefits, responsibilities of the parties, applicable rules and regulations, resources, intellectual property rights, goods, services, or other products of the project, identification of focal points, reporting and dissemination of conclusions. | PAHO should review implementation of the agreement periodically. 153.2 THE COMMITTEE ON COLLABORATION WITH PRIVATE ENTERPRISES Where particular collaborations present new or especially complex elements, the Office of Legal Affairs shall refer the matter to the Committee on Collaboration with Private Enterprises. Referral should include a brief summary of the proposal, its goals, risks, and benefits. In special cases, other information, including oral presentations, may be presented. The Committee shall be comprised of the Deputy Director of PAHO and representatives from the Office of Legal Affairs, Area of Governance, Policy and Partnerships and the particular Technical Area/Unit proposing the collaboration. Additional members may be designated by the Director of PAHO. The decision of the Committee shall be taken by consensus, with minutes kept to record the decision and the decisive issues that sustained the conclusions. 3.3. DIRECTOR OF PAHO Any collaboration that represents a significant arrangement or requires a modification of existing policy, or the consideration of new policy, requires a decision to that end by the Director of PAHO. 3.4. REVIEW AND REPORTING An Annual Review of the implementation of these Guidelines shall be made available to PAHO's Executive Committee for its information, and shall include a report of the Committee on Collaboration with Private Enterprises. 16