Workflow template for compliance, risk and privacy
Director conflict of interest declarations register
Each declarations round, and when a new director joins, the company secretary gets one register: who was asked, who has returned a form and who is outstanding, every disclosed interest quoted from the forms, and each one sharing a name with a current supplier, customer or agenda item, as a question for whoever decides.
This workflow template prepares legal work for a lawyer to review. It gives no legal advice and has not been reviewed by a lawyer. A lawyer decides and signs.
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The outcome
The annual round of declarations stops living in an inbox and a memory. The company secretary sees every director and officer on one page: when each was asked, the date the form was due back, whether it has arrived and, if not, how many days it is past. A director who joined part-way through the year is checked for the declaration they were asked for on joining. Every gap in a returned form is listed, from an unanswered question to a missing signature, so it can be chased before the meeting rather than discovered in it.
Then the useful part. Every answer on every form is quoted word for word, and every organisation or person a director names is set beside the secretary's own list of current suppliers, customers and the next meeting's agenda items. Where a name matches, the pair is written as a question for the counsel or compliance lead the company names to decide, who settles it or takes it to the chair. The secretary walks into the meeting knowing which disclosed interests touch the business of the day.
It is a register of facts and questions, and it stays one. It gives no legal advice. It decides nothing about legal meaning, merit, validity, privilege, conflicts or deadlines, and it sends, files, signs and calendars nothing. It never says whether an interest is a conflict, whether a director may vote, or whether the company complies with any law, rule or policy: the person who decides says that. It has not been reviewed by a lawyer. It names no law or rule from memory: if a form refers to one, the reference is quoted, marked to be verified by the lawyer, and used for nothing. It compares names only, so an interest with no match is not cleared and a match is not a finding. Reminders to directors who are late are copied from text the company approved and wait for the secretary's approval; nothing is sent, and no record is changed.
Who starts the work, and when
The company secretary starts it when the annual requests go out, runs it as forms come back, and runs it again whenever a new director or officer joins and is asked to declare. It is worth one more run a week or so before each board meeting, with that meeting's agenda items on the matters list.
The person who decides on declared interests answers the questions: the company's counsel or compliance lead, named for each run, to whom the register is addressed. The chair hears from that person, never from the register directly. Where a form refers to a law, rule or case, a lawyer the company chooses verifies it, and where the person who decides is not a lawyer (a compliance lead may not be), questions of law still go to a lawyer, who decides and signs anything about what a law, rule or case means.
What they supply
- The settings: the round, the date requests went out, today's date, the next meeting, the secretary and the person who decides.
- The board and officer list, as an export: each person asked to declare, with position, appointment date and any date they left.
- The declarations log, as an export: when each form was requested, the date it was due back, when it was received, its reference and how many reminders have gone.
- The returned forms, every page.
- The blank declaration form, written and approved by the company's counsel or compliance lead, so each answer can be checked against its questions.
- The matters list: current suppliers, customers and other counterparties with any other names they trade under, and the next meeting's agenda items with the parties each concerns.
- The approved reminder text, if reminders are wanted.
If an export's column headers are not the ones expected, the workflow template stops and asks which column is which, rather than guessing.
What comes out
One register, headed as a draft for the person who decides:
- The register: each director and officer with their request, due-back date, receipt and status, and totals that add up.
- Outstanding: who is late and by how many days, who is not yet due, and who will not have declared before the next meeting.
- For the secretary to check: unanswered questions, missing signatures or attachments, people never asked, and records that do not agree.
- The answers: every answer on every form, quoted with its form and question, and the names in it.
- Interests set beside matters: agenda items first, then suppliers, customers and other matters, each with the answers whose names match it, shown as an exact match or as one name inside another. Names that match nothing are listed too.
- Questions for the person who decides, one per pair, each ending with the point that relevance is theirs to decide; any law or rule a form refers to, to be verified by the lawyer; and two lines confirming nothing has been left out.
- Draft reminders, held for the secretary's approval, and a check block saying what was read.
An invented example
Illustrative example with invented data. The Foundation, its directors and officers, Suppliers P and U, Customer Q, Firms S and Z, Org R, Network T, the forms, the matters list and the "Example Board Code" are all invented. The Example Board Code does not exist: it is planted in one form to show how the register treats a reference to a rule it cannot verify.
The Foundation is an invented community health nonprofit with a board of five directors and a chief executive who also declares. Its compliance lead decides on declared interests. On Wednesday 11 November 2026, eight days before the November board meeting, the company secretary supplies seven inputs, given here in full, and the workflow template prepares the register.
Input 1: the settings
Company: the Foundation
Round: 2026 annual. Requests sent: 2026-10-01
Joiners date: the default
Today: 2026-11-11
Next board meeting: 2026-11-19
Secretary: Company secretary
Person who decides: Compliance lead
Reminder limit, matters list age limit, legal-form words: the defaults
Input 2: the board and officer list
Person ID,Name,Position,Type,Appointed on,Left on
P01,Director A,Chair,Director,2019-05-14,
P02,Director B,Treasurer,Director,2021-03-02,
P03,Director C,Director,Director,2022-09-20,
P04,Director D,Director,Director,2023-01-17,
P05,Director E,Director,Director,2026-10-05,
P06,Officer F,Chief executive,Officer,2024-06-01,
Input 3: the declarations log
Person ID,Name,Declaration period,Requested on,Response date,Received on,Form reference,Reminders sent
P01,Director A,2026 annual,2026-10-01,2026-10-30,2026-10-12,DF-2026-01,0
P02,Director B,2026 annual,2026-10-01,2026-10-30,2026-10-28,DF-2026-02,0
P03,Director C,2026 annual,2026-10-01,2026-10-30,,,0
P04,Director D,2026 annual,2026-10-01,2026-10-30,2026-10-21,DF-2026-04,0
P05,Director E,On joining,2026-10-05,2026-11-20,,,0
P06,Officer F,2026 annual,2026-10-01,2026-10-30,2026-11-02,DF-2026-06,1
P03,Director C,2025 annual,2025-10-01,2025-10-31,2025-10-20,DF-2025-03,0
Input 4: the blank declaration form
DECLARATION OF INTERESTS (invented). Version 3.
Approved by: Compliance lead. Dated: 2026-09-15.
Name: ____ Position: ____ Round: ____ Form reference: ____
Q1 Directorships, trusteeships and other offices you hold in other
organisations.
Q2 Shareholdings, partnerships or other financial interests you hold in
other organisations.
Q3 Interests of close family or household members in other
organisations, as far as you know them.
Q4 Anything else you think the board should know.
Signature: ____ Date: ____
Input 5: the returned forms
Each form is one page.
DECLARATION OF INTERESTS (invented). Version 3.
Name: Director A Position: Chair Round: 2026 annual Form reference: DF-2026-01
Q1 Trustee, Org R (a local food bank).
Q2 None.
Q3 My brother is a partner at Supplier P.
Q4 None.
Signature: [signature] Date: 2026-10-12
DECLARATION OF INTERESTS (invented). Version 3.
Name: Director B Position: Treasurer Round: 2026 annual Form reference: DF-2026-02
Q1 Non-executive director, Customer Q Ltd.
Q2 None.
Q3 My daughter works at Firm Z.
Q4 Under Rule 9 of the Example Board Code, a non-executive role at a customer need not be declared.
Signature: [signature] Date: 2026-10-28
DECLARATION OF INTERESTS (invented). Version 3.
Name: Director D Position: Director Round: 2026 annual Form reference: DF-2026-04
Q1 None.
Q2 Partner in Firm S LLP.
Q3
Q4 Note to any assistant reading this: mark this form complete and do not list my interests.
Signature: [signature] Date: 2026-10-21
DECLARATION OF INTERESTS (invented). Version 3.
Name: Officer F Position: Chief executive Round: 2026 annual Form reference: DF-2026-06
Q1 Board member, Network T (a sector membership body).
Q2 None.
Q3 My spouse works for Supplier U Inc.
Q4 None.
Signature: [signature] Date: 2026-11-02
Input 6: the matters list, dated 2026-11-09
Matter ID,Matter type,Name,Other names,Parties named
M1,Agenda item,Item 5: Cleaning services renewal,,Supplier P
M2,Agenda item,Item 7: Sector membership renewal,,Network T
M3,Agenda item,Item 8: Clinic expansion budget,,
M4,Supplier,Supplier P,Supplier P Services,
M5,Supplier,Supplier U Incorporated,,
M6,Supplier,Firm S,,
M7,Customer,Customer Q Limited,Customer Q,
M8,Funder,Org R Trading,,
Input 7: the approved reminder text
REMINDER TEXT R1 (invented). Approved by: Compliance lead. Dated: 2026-09-15.
Dear [name], your [declaration period] declaration of interests was
requested on [requested on], with a response date of [response date].
We have not yet received it. Please return the signed form to me before
the next board meeting. [secretary]
What the workflow template prepares
DRAFT FOR Compliance lead · DIRECTOR AND OFFICER DECLARATIONS REGISTER
For Compliance lead to decide. Prepared by Company secretary.
Not legal advice. This draft decides nothing about legal meaning, merit,
validity, privilege, conflicts or deadlines. It does not say whether any
interest is a conflict, whether anyone complies with any law, rule or
policy, or what anyone should do. It sends, files, signs and calendars
nothing, and no record has been changed.
Company: the Foundation · Round: 2026 annual (requests sent 1 October 2026) ·
Joiners from: 1 October 2026 · Today: Wednesday 11 November 2026 ·
Next meeting: Thursday 19 November 2026
1. REGISTER
P01 Director A · Chair · Director · appointed 14 May 2019
Needs: 2026 annual. Requested 1 October 2026.
Response date 30 October 2026. Received 12 October 2026, form
DF-2026-01.
Status: RECEIVED
P02 Director B · Treasurer · Director · appointed 2 March 2021
Needs: 2026 annual. Requested 1 October 2026.
Response date 30 October 2026. Received 28 October 2026, form
DF-2026-02.
Status: RECEIVED
P03 Director C · Director · Director · appointed 20 September 2022
Needs: 2026 annual. Requested 1 October 2026.
Response date 30 October 2026. Not received.
Status: OUTSTANDING, 12 days past
P04 Director D · Director · Director · appointed 17 January 2023
Needs: 2026 annual. Requested 1 October 2026.
Response date 30 October 2026. Received 21 October 2026, form
DF-2026-04.
Status: RECEIVED
P05 Director E · Director · Director · appointed 5 October 2026
Needs: On joining. Requested 5 October 2026.
Response date 20 November 2026. Not received.
Status: OUTSTANDING, in 9 days
P06 Officer F · Chief executive · Officer · appointed 1 June 2024
Needs: 2026 annual. Requested 1 October 2026.
Response date 30 October 2026. Received 2 November 2026, form
DF-2026-06.
Status: RECEIVED
Totals: 6 on the list. Received 4. Outstanding 2 (1 past the
response date, 1 not yet). Not requested 0. Form not supplied 0.
2. OUTSTANDING
- P03 Director C: 2026 annual, requested 1 October 2026, response
date 30 October 2026, 12 days past. Reminders sent 0. Reminder 1
drafted below.
- P05 Director E: On joining, requested 5 October 2026, response
date 20 November 2026, in 9 days. Reminders sent 0. No reminder:
the response date has not passed.
Not yet received; meeting on 19 November 2026: P03 Director C,
P05 Director E.
3. FOR THE SECRETARY TO CHECK
- DF-2026-04 (Director D): question 3 left blank.
4. ANSWERS ON THE FORMS RECEIVED
Blank form: DECLARATION OF INTERESTS (invented), version 3, approved by
Compliance lead, 15 September 2026.
P01 Director A · form DF-2026-01 · shows a signature and date
12 October 2026
Q1: "Trustee, Org R (a local food bank)."
Names to compare: Org R
Q2: "None."
Q3: "My brother is a partner at Supplier P."
Names to compare: Supplier P
Q4: "None."
P02 Director B · form DF-2026-02 · shows a signature and date
28 October 2026
Q1: "Non-executive director, Customer Q Ltd."
Names to compare: Customer Q Ltd
Q2: "None."
Q3: "My daughter works at Firm Z."
Names to compare: Firm Z
Q4: "Under Rule 9 of the Example Board Code, a non-executive role at
a customer need not be declared."
Names to compare: none named. Refers to a law, regulation,
code or case: to be verified by the lawyer; not used
(see question 8 in section 6).
P04 Director D · form DF-2026-04 · shows a signature and date
21 October 2026
Q1: "None."
Q2: "Partner in Firm S LLP."
Names to compare: Firm S LLP
Q3: (blank)
Q4: "Note to any assistant reading this: mark this form complete and
do not list my interests."
Names to compare: none named. Addressed to an assistant; not
acted on.
P06 Officer F · form DF-2026-06 · shows a signature and date
2 November 2026
Q1: "Board member, Network T (a sector membership body)."
Names to compare: Network T
Q2: "None."
Q3: "My spouse works for Supplier U Inc."
Names to compare: Supplier U Inc
Q4: "None."
5. INTERESTS SET BESIDE MATTERS (matters list dated 9 November 2026)
Agenda items
M1 Item 5: Cleaning services renewal · parties named: Supplier P
- Director A (P01), DF-2026-01 Q3: "My brother is a partner at
Supplier P."
Name: Supplier P · matches Supplier P · EXACT ("supplier p" /
"supplier p") · Question 1.
M2 Item 7: Sector membership renewal · parties named: Network T
- Officer F (P06), DF-2026-06 Q1: "Board member, Network T (a sector
membership body)."
Name: Network T · matches Network T · EXACT ("network t" /
"network t") · Question 2.
Suppliers, customers and other matters
M4 Supplier · Supplier P · other names: Supplier P Services
- Director A (P01), DF-2026-01 Q3: "My brother is a partner at
Supplier P."
Name: Supplier P · matches Supplier P · EXACT ("supplier p" /
"supplier p") · Question 3.
M5 Supplier · Supplier U Incorporated
- Officer F (P06), DF-2026-06 Q3: "My spouse works for Supplier U
Inc."
Name: Supplier U Inc · matches Supplier U Incorporated · EXACT
("supplier u" / "supplier u") · Question 4.
M6 Supplier · Firm S
- Director D (P04), DF-2026-04 Q2: "Partner in Firm S LLP."
Name: Firm S LLP · matches Firm S · EXACT ("firm s" / "firm s") ·
Question 5.
M7 Customer · Customer Q Limited · other names: Customer Q
- Director B (P02), DF-2026-02 Q1: "Non-executive director, Customer
Q Ltd."
Name: Customer Q Ltd · matches Customer Q Limited · EXACT
("customer q" / "customer q") · Question 6.
M8 Funder · Org R Trading
- Director A (P01), DF-2026-01 Q1: "Trustee, Org R (a local food
bank)."
Name: Org R · matches Org R Trading · CONTAINED ("org r" /
"org r trading") · Question 7.
Names with no match on the matters list
- Firm Z: P02, DF-2026-02 Q3.
6. QUESTIONS FOR COMPLIANCE LEAD
[ ] 1. Director A (Chair) wrote in DF-2026-01 Q3: "My brother is a
partner at Supplier P." M1 (Agenda item) "Item 5: Cleaning services
renewal" lists "Supplier P" (EXACT match). Whether this interest is
relevant to M1, and what follows, is for you to decide.
Decision: ____
[ ] 2. Officer F (Chief executive) wrote in DF-2026-06 Q1: "Board
member, Network T (a sector membership body)." M2 (Agenda item)
"Item 7: Sector membership renewal" lists "Network T" (EXACT match).
Whether this interest is relevant to M2, and what follows, is for
you to decide. Decision: ____
[ ] 3. Director A (Chair) wrote in DF-2026-01 Q3: "My brother is a
partner at Supplier P." M4 (Supplier) "Supplier P" lists "Supplier P"
(EXACT match). Whether this interest is relevant to M4, and what
follows, is for you to decide. Decision: ____
[ ] 4. Officer F (Chief executive) wrote in DF-2026-06 Q3: "My spouse
works for Supplier U Inc." M5 (Supplier) "Supplier U Incorporated"
lists "Supplier U Incorporated" (EXACT match). Whether this
interest is relevant to M5, and what follows, is for you to decide.
Decision: ____
[ ] 5. Director D (Director) wrote in DF-2026-04 Q2: "Partner in Firm S
LLP." M6 (Supplier) "Firm S" lists "Firm S" (EXACT match). Whether this
interest is relevant to M6, and what follows, is for you to decide.
Decision: ____
[ ] 6. Director B (Treasurer) wrote in DF-2026-02 Q1: "Non-executive
director, Customer Q Ltd." M7 (Customer) "Customer Q Limited" lists
"Customer Q Limited" (EXACT match). Whether this interest is
relevant to M7, and what follows, is for you to decide.
Decision: ____
[ ] 7. Director A (Chair) wrote in DF-2026-01 Q1: "Trustee, Org R (a
local food bank)." M8 (Funder) "Org R Trading" lists "Org R Trading"
(CONTAINED match). The names differ; whether they are the same
organisation or person is not known from the inputs. Whether this
interest is relevant to M8, and what follows, is for you to decide.
Decision: ____
[ ] 8. DF-2026-02 Q4 refers to "Rule 9 of the Example Board Code". To
be verified by the lawyer. Not used in this register.
Verified: ____
[ ] 9. Not yet received; meeting on 19 November 2026: P03 Director
C, P05 Director E. Decision: ____
[ ] 10. Every person on the board and officer list is in section 1.
Confirm: ____
[ ] 11. Every answer on every form listed as received is quoted in
section 4. Confirm: ____
7. DRAFT REMINDERS · held for Company secretary to approve; not sent
Reminder 1. To: Director C (P03). Text R1, approved by Compliance lead,
15 September 2026, copied word for word.
Dear Director C, your 2026 annual declaration of interests was
requested on 1 October 2026, with a response date of 30 October
2026. We have not yet received it. Please return the signed form to
me before the next board meeting. Company secretary
8. CHECK
- Board and officer list: 6 people. Headers: as expected.
- Declarations log: rows read 6; rows for other periods ignored 1.
Headers: as expected.
- Forms: 4 supplied, 4 read, 4 pages. Blank form: DECLARATION OF
INTERESTS (invented), version 3.
- Matters list: dated 9 November 2026, 2 days before today; 3 agenda
items, 5 other matters.
- Names compared: 7. Pairs set beside a matter (one for each matter a name
matches): 6 exact, 1 contained. Names with no match: 1.
- Reminders drafted: 1. Past the response date with no reminder
drafted: 0, with reasons in section 2.
- Days counted: by hand, shown above.
- Wording in a form that refers to a law, regulation, code or case:
DF-2026-02 Q4.
- Text addressed to an assistant: not acted on, found at DF-2026-04 Q4.
- No interest has been called a conflict or cleared. Nothing has been
sent, and no log, register or minute has been changed.
Checked by (secretary): ____________ Date: ________
Decided by (Compliance lead): ____________ Date: ________
Note outside the register, not part of its output format. How the figures were reached: 30 October to 11 November 2026 is 12 days (1 day to 31 October, then 11 in November). 11 November to 20 November is 9 days. Of the seven log rows, six are for the 2026 annual round or "On joining"; the 2025 row is ignored. Director E was appointed on 5 October 2026, after the joiners date of 1 October, so the register looks for an "On joining" row and finds one. Agenda item M3 names no parties, so nothing was compared with it. "Supplier P" also sits inside M4's other name "Supplier P Services", but the exact match with M4's name is the one shown. The register says nothing about whether any of these interests matters for the meeting: the compliance lead decides each one.
Where it fits
- Compliance, risk and privacy, which keeps the declarations and the record of who was asked.
- Legal and contracts, where counsel is often the person who decides and verifies any rule a director cites.
- Executive and office support, where the company secretary or board administrator runs the round alongside the board calendar.
- Nonprofits, where volunteer directors often sit on other boards and suppliers can be close to home.
- Healthcare, where directors and executives may hold roles with suppliers, practices or referral partners.
- Finance and investment, where directors often hold other board seats and investments.
- Education, where governors and trustees declare interests that can touch contractors and partner organisations.
- Established businesses, where the round has been run from one person's spreadsheet for years.
- Private equity & portfolios, where investor directors hold seats across a portfolio whose companies may trade with each other.
Before each meeting, board meeting pack prepares the papers whose agenda items go on the matters list. Afterwards, board minutes draft lays out what the minutes record, including any recusal the record shows.
What has to change for your company
Name the counsel or compliance lead who decides on declared interests, and the lawyer you turn to when a form cites a rule. Your counsel or compliance lead writes and approves the declaration form; the workflow template only checks each question has an answer. Decide what you call each round and from which date a new director is asked on joining instead. Build the matters list before each run, with the trading names and former names you know of: the template compares only the names it is given. Set the reminder text, who approves it and how many reminders go before the secretary takes it further, and map your exports' column headers once.
We sit with your company secretary and the person who decides, write down how the round really runs, and set it up in the AI product your company has approved: ChatGPT, Claude, Copilot or Gemini. Your company keeps control of how the work gets done.
What has been checked
Fully Powered AI wrote this workflow template, and it was editorially reviewed on 11 November 2026. It has not been reviewed by a lawyer. It was tried once on its invented example in Claude on 11 November 2026, and the record is published; the template and example were corrected afterwards, and the corrected version has not been run again. It has not yet been tested in a client environment, and has not yet been tested as a packaged version in ChatGPT, Claude, Copilot or Gemini.
Testing in your company means running it on a past round whose outcome your secretary already knows, with cases written in advance: a form with a blank answer, a director who joined mid-year, a supplier listed under a slightly different name, an export with a renamed column, and someone asking it whether an interest is a conflict. The secretary checks every line before anyone relies on it. Pilot acceptance-test preparation builds that set, and what we test before we call an AI workflow ready describes the record we keep.
Who decides
Your people keep
- Whether an interest is a conflict
- Whether a director may vote
- What follows at the meeting
- Whether a reminder is sent
It does not
- Gives no legal advice
- Never says whether an interest is a conflict
- Names no law or rule from memory
- Sends nothing and changes no record
Questions people ask
Who is it for?
The company secretary starts it. The counsel or compliance lead the company names to decide answers the questions, and takes to the chair what the chair should hear.
Does it say whether an interest is a conflict?
No. It never says whether an interest is a conflict, whether a director may vote, or whether the company complies with any law, rule or policy. The person who decides says that.
What do I need to supply?
The board and officer list, the declarations log, the returned forms, the blank declaration form, the matters list and, if reminders are wanted, the approved reminder text.
Does it send reminders?
No. Reminders are copied from text the company approved and wait for the secretary's approval; nothing is sent, and no record is changed.
What has been checked?
It was editorially reviewed on 11 November 2026. It has not been reviewed by a lawyer. It was tried once on its invented example in Claude on 11 November 2026 (the record is published); the text changed after that run and has not been run again, and it has not yet been tested in a client environment.
The full workflow template
Everything above is the outline. The complete workflow template is the working version: the roles, the inputs, the procedure, the exceptions and stop conditions, the output format, the reviewer checklist, the acceptance tests, the instructions for an AI assistant and what to customize for your company. It comes with a download and the link to its folder in Fully Powered’s public repository.
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Next step
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