MCC-ROI — Register of Interests and Conflict of Interest Screening Procedure v1.0-draft

Document control

Field	Value
Document code	MCC-ROI (code assigned by the programme administration for this consultation; entered in the Document Register on adoption)
Title	Register of Interests and Conflict of Interest Screening Procedure
Version	1.0-draft
Status	DRAFT — FOR CONSULTATION
Date of this draft	4 September 2026
Tier	Tier 3 (governance procedure subordinate to MCC-001 and MCC-700), as proposed; the tier is entered in the Document Register on adoption. (Consultation question 1.)
Effective date	None. This instrument is not in force. No register is open and no screening duty binds anyone until it enters into force under Section 15.
Document owner	Programme Administrator (transitional, until a Secretariat is staffed — FD-2026-10-01 Schedule 1, C3)
Approved by	Not approved. Prepared for public consultation.
Decision basis	MCC-700 v3.0 cll. 3.4, 12.1, 13.1–13.4, 14.1, 14.3, 14.5 (cl. 18.1 leaves the commencement date blank; the document register records MCC-700 v3.1 as in force, FD-2026-08-24 item D11); MCC-700 v4.0-draft cll. 3.2.6, 5.1–5.9, 7.2, 21.1, 21.3, 21.4, 23.2–23.5; MCC-001 v2.0 cl. 0055; MCC-001 v3.0-draft cll. 9.2.2, 9.2.3, 9.8.6, 9.8.7, 9.10.1; MCC-001 Charter Amendment 1 v0.2 A1.2; MCC-400 v1.1 arts. 44–48; MCC-400 v2.0-draft cll. 1.4, 8.1–8.9, 17.3–17.6; Transparency Policy v1.1 §2.5 and art. 3 (adopted, FD-2026-08-24); MCC-FORM-013 (mcc-forms-operational-suite-v1-0-draft §11); FDP-2026-001 Q7 (36-month look-back); MIR-2026-001 rev 3 §3.2 and §3.6.
Supersedes	None (new document). On entry into force it becomes the only place the Programme states who declares an interest, to whom, when, and what happens next.
Language convention	British English; RFC-style normative verbs (SHALL/MUST = mandatory; SHOULD = recommended, deviation to be documented; MAY = optional). One requirement per numbered clause.
Classification	Public — consultation draft
Consultation period	30 days (FD-2026-10-01 Schedule 1, C4), from the opening recorded on the consultation register (FD-2026-09-04 item 2; FD-2026-10-01 item 5)

NOTE (non-normative). This instrument opens no register today.

MIR-2026-001 rev 3 records two absences: §3.2, the Register of Interests referred to by MCC-700; §3.6, the Conflict of Interest Screening Procedure referred to by the External Institutional Launch Pack. They are drafted here as one instrument, because a register without a screening rule is a filing cabinet and a screening rule without a register has nothing to screen against.

Two corrections to the record are made in Section 14 and should be read before anything else here. First: a store for governance-body interest declarations does exist in the platform — the interest_disclosures table, keyed to governance_appointments, with an administrative screen at /portal/admin/governance/register. Second: one declaration has been filed, not none. What is missing is the instrument that governs them, and the second member's declaration.

Consultation questions

Each point below is open for comment. A proposal is the administration's proposal, put to consultation under founder direction FD-2026-10-01; it is not a rule in force. The suite is to be adopted as one instrument once its longest consultation period has closed (FD-2026-10-01 Schedule 1, C4). Because it includes the Constitution, whose amendment is within the competence of the constituted Governing Board (FD-2026-08-24 item D11, recorded in the decision register as attested by the founder, with no executed copy filed), each point below is decided by the Governing Board on adoption of the suite; a clause of this text that provides another route for adopting it alone is itself open to comment.

1. Document control — tier. Proposed: Tier 3, as a governance procedure subordinate to MCC-001 and MCC-700; this consultation runs on Tier 3 notice. Basis: the drafting proposal in this text's document control; FD-2026-10-01 Schedule 1 (C4). Decided by: the Governing Board on adoption of the suite. Comments are invited on whether this Procedure belongs at Tier 3.

2. Clause 2.1 — one register, one name. Proposed: the single register is named the Register of Interests, and every citation to a "Conflict of Interest Register" in an MCC instrument is read as a citation to it. Basis: this draft (cl. 2.1); FD-2026-10-01 item 4. Decided by: the Governing Board on adoption of the suite. Comments are invited on whether "Conflict of Interest Register" should be the single name instead; the register is the same register either way, and only one name survives.

3. Clauses 3.8 and 6.6 — conflict-of-interest look-back. Proposed: 36 months, with the look-back of MCC-700 v4.0-draft cl. 3.2.6 conformed to the same period, so that the Programme operates one look-back. Basis: FDP-2026-001 Q7; FD-2026-10-01 Schedule 1 (Q7). Decided by: the Governing Board on adoption of the suite. Comments are invited on whether 36 months, rather than 24, is the right period.

4. Clause 4.6 — who else must declare. Proposed: the duty to declare extends to all three groups: (a) staff and contractors of the Programme Secretariat below delegated-authority level; (b) MCC-400 accreditation assessors and witness-audit assessors; and (c) external appointees deciding transitional appeals under MCC-700 v4.0-draft cl. 23.7. Basis: this draft (cl. 4.6); FD-2026-10-01 item 4. Decided by: the Governing Board on adoption of the suite. Comments are invited on whether each group should be included.

5. Clause 6.7 — cooling-off for former governance members and former Programme staff. Proposed: no proposal is made — no instrument in force carries such a rule, the text that proposed one (the External Institutional Launch Pack) is withdrawn (cl. 16.6), and this Procedure neither adopts one nor creates one by implication. Basis: this draft (cll. 6.7 and 16.6); FD-2026-10-01 item 4. Decided by: the Governing Board on adoption of the suite. Comments are invited on whether a cooling-off rule should be adopted and, if so, in which instrument.

6. Clause 7.4 — the Registrar. Proposed: for the transitional period the Register is kept by the Programme Administrator, who would exercise the Programme Secretariat's functions until a Secretariat is staffed, under the transitional appointments schedule proposed at MCC-700 v4.0-draft cl. 4.5.5 (FDP-2026-001 C5); cl. 23.2 of that draft, to which clause 7.4 refers, as it stands places the functions of a body not yet constituted with the founder. No person is named. No proposal is made for who screens a declaration by the Registrar — it must be someone other than the Registrar, and the record names no one for it. Basis: FDP-2026-001 C5; MCC-700 v4.0-draft cll. 4.5.5 and 23.2; FD-2026-10-01 Schedule 1 (C3, C5). Decided by: the Governing Board on adoption of the suite. Comments are invited on the transitional custody of the Register and on who should screen the Registrar's own declaration.

7. Clause 8.5 — names of governance office-holders under Transparency Policy art. 3(1). Proposed: art. 3(1) is read as not withholding the name of a person holding an MCC governance office or exercising a delegated authority, and is conformed by adding the words "other than a person holding an MCC governance office or exercising a delegated authority, whose name is published under §2.5". Basis: this draft (cll. 8.5 and 16.2); FD-2026-10-01 item 4. Decided by: the Governing Board on adoption of the suite; an amendment to the Transparency Policy requires its approval (Transparency Policy v1.1 §9.1). Comments are invited on the reading and on the words of the amendment.

8. Clause 11.14(c) — the external roster for referring an item out. Proposed: the roster of MCC-700 v4.0-draft cl. 23.7 serves this limb by analogy: one external appointee on a roster basis, paid per matter, required before the first appeal is heard. None is appointed, and until one is, the limb is unavailable. Basis: FDP-2026-001 Q2; FD-2026-10-01 Schedule 1 (Q2). Decided by: the Governing Board on adoption of the suite; the appointment is reserved to it (FD-2026-09-04 item 6; FD-2026-10-01 item 6). Comments are invited on whether the same appointee should also decide items referred out under this clause.

9. Clause 11.18 — the structural cure for a small Board. Proposed: no proposal is made between (a) a minimum of three appointed members before the Governing Board decides any conflicted item, (b) a standing independent reserve decision-maker, or (c) both — each turns on an appointment, which is the Board's to make; the quorum floor of cl. 11.10 applies in any case. Basis: this draft (cll. 11.10 and 11.18); FD-2026-10-01 item 4. Decided by: the Governing Board on adoption of the suite; appointments are reserved to it (FD-2026-09-07 item A9; FD-2026-10-01 item 6). Comments are invited on which cure, if any, should be adopted.

10. Clause 12.6 — the independent recipient of reports concerning the founder or the Governing Board. Proposed: the external appointee of MCC-700 v4.0-draft cl. 23.7, or external counsel — never the founder. None is appointed. Basis: FDP-2026-001 Q5; FD-2026-10-01 Schedule 1 (Q5, Q6). Decided by: the Governing Board on adoption of the suite; the appointment is reserved to it (FD-2026-09-04 item 6; FD-2026-10-01 item 6). Comments are invited on who should receive such reports.

11. Clause 15.2 — approval of this Procedure. Proposed: approval is not referred out: a general interest in the Programme's governance is not of itself a conflict on an instrument of general application that confers no benefit on the declarant. Basis: this draft (cl. 15.2); FD-2026-10-01 item 4. Decided by: the Governing Board on adoption of the suite. Comments are invited on whether the Board should take the stricter view and refer approval of this Procedure out under cl. 11.14(c), which is available only once an external appointee exists.

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1. Purpose, scope and application

1.1 This Procedure SHALL establish the Register of Interests of the MCC Programme, the duty to declare an interest, the screening of declared interests against Programme decisions, the consequences of a conflict, and what is published and what is withheld.

1.2 This Procedure SHALL apply to every person listed in Section 4, in respect of every governance decision, delegated decision and engagement of the Programme.

1.3 This Procedure gives effect to the register obligation stated in MCC-700 v3.0 cl. 13.4 ("Governance bodies shall maintain a Conflict of Interest Register, updated quarterly and available for inspection. The Register shall be published annually") and, on its approval, MCC-700 v4.0-draft cl. 5.8 ("Each governance body SHALL maintain a Conflict of Interest Register, updated within ten business days of any change, available for inspection by the Independent Governing Board and published at least annually with lawful redactions").

1.4 Neither clause has been given effect. MCC-700 v3.0 cl. 18.1 provides that the Framework "shall enter into force upon approval by the Governing Board on [Date to be inserted]"; the date was never inserted and no approval under that clause is evidenced. MCC-700 v3.1, which the document register records as in force (FD-2026-08-24 item D11), carries the same cl. 13.4 and a cl. 18.1 in the same terms. MCC-700 v4.0 is a consultation draft whose own control block records "None. This document is not in force." No register meeting either clause — updated, open to inspection and published — has been kept (Section 14), and this Procedure does not assert that one was.

1.5 This Procedure is one of the policies MCC-001 v3.0-draft cl. 9.10.1 requires the Independent Governing Board to "adopt, publish and maintain", namely those on "codes of conduct and conflicts of interest".

1.6 Besides MCC-700 v3.1 §13 (cl. 1.4) and, for VVBs, MCC-400 v1.1 arts. 44 to 48 (cl. 2.3), the only statement on this subject in an instrument in force is MCC-001 v2.0 cl. 0055 (the document register records no adopting instrument for MCC-001 v2.0): "All Board members and committee members shall operate under a documented code of conduct including conflict of interest disclosure." No such code of conduct has been documented. This Procedure supplies the conflict-of-interest disclosure limb of it and does not purport to be the code of conduct.

1.7 Where this Procedure refers to a governance body that has not been constituted, the reference takes effect on that body's constitution (Section 13). No duty in this Procedure is imposed on a body that does not exist.

2. Relationship to other instruments

2.1 Naming. The Programme's texts name a single register three ways: "Conflict of Interest Register" (MCC-700 v3.0 cl. 13.4; MCC-700 v4.0-draft cl. 5.8), "Register of Interests" (MCC-FORM-013 cl. 11.10), and the public page at /governance/register, which tells readers that "Interest disclosures are held in the Conflict of Interest Register (MCC-700 §13.4)". There SHALL be one register and one name. On entry into force the name SHALL be the Register of Interests, and every citation to a "Conflict of Interest Register" in an MCC instrument SHALL be read as a citation to it. (Consultation question 2.)

2.2 The form. The content of a declaration is fixed by MCC-FORM-013 (Conflict of Interest Declaration), cll. 11.1 to 11.7 of the Forms and Operational Suite. This Procedure SHALL NOT restate those fields and SHALL NOT vary them; a declaration is made on MCC-FORM-013 and on no other instrument. This Procedure governs who files, when, what is done with the declaration, and what is published.

2.3 VVB impartiality. MCC-400 v2.0-draft cl. 1.4 provides that "VVB competence, impartiality, insurance, sampling independence, rotation, cooling-off and oversight requirements are stated exclusively in this Standard; no methodology, procedure or other MCC instrument SHALL vary them". This Procedure respects that reservation absolutely. It states no VVB impartiality rule, no rotation rule and no cooling-off period. Every such requirement is that of MCC-400 — in force, arts. 44 to 48; on approval, cll. 8.1 to 8.9 and 17.3 to 17.6.

2.4 The single point at which this Procedure touches a VVB is the filing of the engagement-lead declaration into the Register (cl. 4.1(c)) and its retention. Whether the engagement may proceed is determined exclusively under MCC-400; nothing in this Procedure clears, waives or overrides a conflict identified under MCC-400, and cl. 9.7 below restates that direction of travel for governance declarations.

2.5 Precedence. Where this Procedure conflicts with MCC-001, MCC-001 prevails. Where it conflicts with MCC-700 on a governance rule, MCC-700 prevails. Where it conflicts with MCC-400 on VVB impartiality, MCC-400 prevails. This Procedure states no decision threshold and no decision owner; those are fixed exclusively in MCC-700 Annex A (MCC-700 v4.0-draft cl. 8.2).

3. Definitions

3.1 "Declarant" means a person on whom Section 4 imposes the duty to declare.

3.2 "Interest" means a matter within Section 6.

3.3 "Conflict" means an interest that, on the screening in Section 9, bears on a particular decision, engagement or item of business. An interest is a standing fact; a conflict is that fact meeting a specific item. Every conflict begins as a declared interest; an undeclared interest is a breach whether or not it ever ripens into a conflict.

3.4 "Register" means the Register of Interests constituted by Section 7.

3.5 "Registrar" means the person for the time being holding custody of the Register under cl. 7.4.

3.6 "Look-back period" means 36 months (Section 6.6).

3.7 "Recusal" means withdrawal from both deliberation and decision on an item, as distinct from abstention, which is a vote cast (Section 11).

3.8 "Independent" carries the meaning of MCC-700 v4.0-draft cl. 3.2.6 on that Standard's approval; until then, the meaning stated in the Definitions Register. The look-back in clause 3.2.6 is not decided; the consultation proposal for it is 36 months (FD-2026-10-01 Schedule 1, Q7). Section 6.6 of this Procedure proposes that the same 36 months resolve both, so that the Programme does not operate two look-back periods. (Consultation question 3.)

4. Who must declare

4.1 The following persons SHALL make and maintain a declaration under this Procedure:

4.1(a) every member of every governance body of the Programme, from the date that body is constituted and that person is appointed to it;

4.1(b) every person exercising a delegated authority recorded in MCC-700 Annex A, including any person exercising the functions of an unconstituted body under transitional provisions;

4.1(c) every VVB engagement lead, in respect of each engagement, the substance of the declaration and its consequences being governed by MCC-400 (cl. 2.3);

4.1(d) the Programme Administrator, and every person performing the Programme Administrator function under whatever name, including the Programme Secretariat function of MCC-700 v4.0-draft cl. 4.11 on its constitution.

4.2 The duty in cl. 4.1(a) and (b) SHALL attach on constitution of the body or on conferral of the delegated authority, whichever is later, and SHALL NOT be read as imposing any duty on a body that does not exist. Of the bodies named across the corpus — the six of MCC-700 v3.0 §§4 and 6–7, the seven of MCC-700 v4.0-draft §4, and the Legal Entity — only the Governing Board has been constituted; seventeen body records stand in the platform's governance_bodies table across two governance epochs — three of them, the Methodology Review Committee, the Project Governance Team and the Registry Operations Team of MCC-001 v2.0 cl. 0045, recorded on 8 September 2026 as not constituted — and appointments exist against one of them.

4.3 A person holding more than one role SHALL make one declaration covering all of them and SHALL identify each role in it (MCC-FORM-013 cl. 11.1).

4.4 The duty is personal. It SHALL NOT be discharged by an employer, a nominating organisation or a body secretary on the declarant's behalf, and a declaration SHALL identify the declarant by name.

4.5 A declarant who has no interest to declare SHALL file a nil declaration. Silence is not a nil declaration; an unfiled declaration is a breach under Section 12 whether or not the declarant had anything to declare.

4.6 The duty to declare SHALL extend also to (a) staff and contractors of the Programme Secretariat below delegated-authority level, (b) accreditation assessors and witness-audit assessors, who under MCC-400 v2.0-draft cl. 3.3 "SHALL be free of conflicting interests in respect of the assessed VVB under Section 8 principles, and SHALL NOT hold any commercial role in the Programme" but are nowhere required to file with the Programme, and (c) external appointees deciding transitional appeals under MCC-700 v4.0-draft cl. 23.7. (Consultation question 4.)

5. When a declaration must be made

5.1 A declarant SHALL file an initial declaration on appointment, and in any event before taking part in any decision.

5.2 A declarant SHALL file a fresh declaration annually, on or before the anniversary of the initial declaration, whether or not anything has changed. A nil-change year SHALL be recorded as a positive annual confirmation and not as an absence of filing.

5.3 A declarant SHALL declare a new interest within 14 days of its arising, or before the opening of the first item to which it is relevant, whichever is earlier. This clause gives effect to MCC-FORM-013 cl. 11.9: "An annual-only regime does not catch the interest that arises the week before a decision."

5.4 A declarant SHALL declare at the opening of any item in which a conflict arises, orally if necessary, and SHALL confirm it in writing on MCC-FORM-013 within five business days. This clause gives effect to MCC-001 v3.0-draft cl. 9.8.6, which requires disclosure "on appointment, annually, and at the opening of any item in which a conflict arises".

5.5 A declarant SHALL file a closing declaration on ceasing to hold the role, stating any interest arising in the final period. The closing declaration SHALL be retained in the Register under cl. 7.8; it is not deleted with the appointment.

5.6 A declaration SHALL be filed even where the declarant judges the interest immaterial. Materiality is determined on screening under Section 9, by someone other than the declarant. A declarant SHALL NOT screen his or her own declaration.

6. What is a declarable interest

6.1 An interest is declarable where it is of a kind that a fair-minded observer, knowing the facts, might reasonably think capable of influencing the declarant's judgement on a Programme decision. The test is apparent influence, not proven influence, and it does not require bad faith.

6.2 The categories are those of MCC-700 v3.0 cl. 13.3 and MCC-700 v4.0-draft cl. 5.5: financial interests (ownership, employment, contracts) in an applicant, project developer, VVB, buyer or intermediary; current or former institutional relationships with an applicant; family relationships with decision subjects; intellectual-property ownership or licensing related to a decision subject; and membership of multiple governance bodies where participation could improperly influence judgement.

6.3 The fields to be completed for each are those of MCC-FORM-013 cll. 11.1 to 11.7. This Procedure adds no field and removes none.

6.4 The categories in cl. 6.2 are not exhaustive. MCC-700 v3.0 cl. 13.3 is expressed as "Examples include (but are not limited to)". A declarant SHALL declare an interest meeting the test in cl. 6.1 whether or not it falls in a listed category, using the "Other material interest" category.

6.5 An interest of an entity the declarant controls or is controlled by is the declarant's own interest for the purposes of this Procedure (MCC-FORM-013 cl. 11.5).

6.6 Look-back. An interest is declarable if it subsists or subsisted at any time within the 36 months preceding the declaration. If a different period is set on adoption, this clause takes that period and the look-back of MCC-700 cl. 3.2.6 SHALL be conformed to it in the same resolution, so that the Programme does not operate two. (Consultation question 3.)

6.7 The look-back in cl. 6.6 is a declaration period. It is not a cooling-off period and creates no bar on appointment. Cooling-off is a distinct control: for VVBs it belongs exclusively to MCC-400 (cl. 2.3 above), and the withdrawn External Institutional Launch Pack's "Three-year cooling-off period before former staff can engage project developers or VVBs on paid basis" has no counterpart in any instrument in force. No cooling-off rule for former governance members or former Programme staff is adopted here, and this Procedure does not create one by implication. (Consultation question 5.)

7. The Register of Interests

7.1 There SHALL be one Register of Interests for the Programme, comprising a section for each governance body and a section for delegated authorities, the Programme Administrator function, and VVB engagement leads.

7.2 The Register SHALL be constituted on entry into force of this Procedure and SHALL open on that date (Section 13).

7.3 The Register SHALL record, for each declarant: name; role, body and seat; date of appointment and date the term ends; the date of each declaration; the category of each interest; the substance of each interest; the screening outcome under Section 9 and its date; the identity of the screener; every recusal recorded under Section 11; and the date the entry was last updated.

7.4 Custody. The Register SHALL be kept by the Programme Secretariat on its constitution, and until then by the person exercising the Programme Secretariat function under the transitional provisions of MCC-700 v4.0-draft cl. 23.2. The Registrar SHALL be named on the published register. For the transitional period it is proposed that the Programme Administrator keeps the Register until a Secretariat is staffed; no person is named in this draft. A declaration by the Registrar SHALL be screened by someone other than the Registrar; who does so is not decided. (Consultation question 6.)

7.5 The Register SHALL be maintained in the platform's interest_disclosures store, keyed to the appointment record, so that a declaration cannot exist without an appointment and an appointment can be shown to have no declaration. That store exists (Section 14); this clause makes it the Register of record rather than an administrative convenience.

7.6 The Register SHALL be updated within ten business days of any change (MCC-700 v4.0-draft cl. 5.8). The quarterly cycle of MCC-700 v3.0 cl. 13.4 is superseded by the ten-day rule on approval of MCC-700 v4.0; until then, and for the avoidance of a gap, this Procedure applies the ten-day rule from its own entry into force.

7.7 The Register SHALL be available for inspection by the Governing Board, and by the Programme's external auditor and any independent reviewer appointed under MCC-700, in unredacted form.

7.8 No entry SHALL be deleted from the Register. A superseded entry SHALL be marked superseded, with its date, and retained. Retention follows MCC-700 v4.0-draft cl. 21.2: until the Record Retention Schedule is in force, no governance record SHALL be destroyed.

7.9 The Register SHALL record, against each declarant, the date each annual declaration became due and the date it was filed, so that an overdue declaration is visible on the face of the Register rather than inferable from its absence.

7.10 The Register SHALL record a nil declaration as a positive entry (cl. 4.5), distinguishable in the Register from a declarant who has filed nothing.

8. Publication and withholding

8.1 The Register SHALL be published, in the form described in cl. 8.3, at least annually and in any event within thirty calendar days of entry into force and within thirty calendar days of each subsequent constitution of a governance body.

8.2 The Programme's default is publication. The Transparency Policy v1.1 (adopted, FD-2026-08-24) states a "default-public data disclosure" commitment. A withholding under this Section SHALL be justified by a stated ground, recorded against the entry, and reviewable.

8.3 What is published. For each declarant: name; body, seat and role; date of appointment and date the term ends; the resolution by which the appointment was made; the date of each declaration and the date of each annual confirmation; the category of each declared interest; a substantive description of each interest sufficient for a reader to understand what it is and whom it concerns; the screening outcome and its date; and every recusal, with the item recused from.

8.4 What is withheld. Personal contact information — home address, personal telephone number, personal email address; national identifiers; the names of family members and other third parties who are not themselves declarants or Programme participants; and any information whose publication would endanger a person. Nothing else.

8.5 Reconciliation with the Transparency Policy, clause by clause. The Transparency Policy v1.1 is adopted and in force. It is reconciled as follows, and each row of this table is a normative determination of this Procedure.

Transparency Policy provision	Operative words	Effect on the Register
§2.5, Governance Data (Public Dashboard), Board Decisions	"Meeting date and attendees (Board member names)"	Governance-body member names are published. Publication of a declarant's name in the Register under cl. 8.3 is consistent with §2.5, not an exception to it.
§2.5, Board Decisions	"Dissenting opinions (if any Board member formally objected)"; "Vote count (if not unanimous, how split)"	The fact and identity of a recusal are of the same character and are published under cl. 11.7. A record that publishes how a named member voted, but not that a named member was excluded from voting, is not a complete record.
Art. 3(1), Personal Data (PII)	"Individual names (unless public figure or community leader consenting)"	This is in terms wider than §2.5 and, read literally, would withhold the very Board member names §2.5 publishes. It is read as directed at individuals who are subjects of Programme data — project staff, community members, complainants — and not at the holder of a Programme governance office, whose name §2.5 publishes by name. This Procedure records a genuine contradiction in an adopted instrument and does not pretend to resolve it by drafting: the reading is proposed for confirmation, with a conforming amendment to art. 3(1). (Consultation question 7.)
Art. 3(1)	"National ID numbers, passport numbers, family relationships"	Withheld, and cl. 8.4 gives effect to it. This bites directly on MCC-FORM-013 cl. 11.4, which requires declaration of "Family and close personal relationships engaging the same interests". Those relationships are declared and are screened; they are not published in their particulars. Publication is limited to the category ("FAMILY") and the identity of the Programme participant concerned. cl. 8.6 states the rule.
Art. 3(1)	"Personal contact info (phone, home address)"; "Email addresses (… staff emails generally not public)"	Withheld. cl. 8.4 gives effect to it. The Register requires no contact information; none SHALL be collected into it.
Art. 3(2), Commercial-In-Confidence	"Applicant financial details (project cost, budget, revenue projections)"; "Competitive information (if applicant claims genuine business harm)"	A declared interest is not the applicant's commercial information; it is the declarant's relationship to the applicant. The existence and nature of the relationship are published. Any figure that would disclose an applicant's costs, budget or revenue is redacted, on the applicant's request with stated justification.
§2.5, Governance Policies	"All policies (MCC-850 AI, claims, transparency, etc.) published"	This Procedure is itself such a policy and SHALL be published on entry into force.
Art. 3 preamble	"MCC withholds from public"	The grounds in art. 3 are the only grounds on which a Register entry may be withheld, together with those of MCC-700 v4.0-draft cl. 21.4 on that Standard's approval. No other ground SHALL be used.

8.6 Where an interest is a family or close personal relationship, the published entry SHALL state the category, the Programme participant or decision subject concerned, and the screening outcome, and SHALL NOT name the relative or state the nature of the relationship. The unredacted particulars are held in the Register and are available on inspection under cl. 7.7.

8.7 A redaction SHALL be marked on the face of the published Register, with the ground relied on. An unmarked redaction is a breach of cl. 8.2.

8.8 The published Register SHALL state, for each governance body, the number of seats filled, the number of declarants, the number of declarations filed and the number outstanding. A register that shows only what has been filed conceals what has not.

8.9 MCC-700 v4.0-draft cl. 21.6 provides that every status assertion in an MCC publication "SHALL link to a decision or evidence record in the Evidence Register; an assertion without a linked record SHALL NOT be published". The published Register SHALL comply: each appointment entry SHALL link to the resolution that made it, and each screening outcome to the record of the screening.

8.10 The public page at /governance/register SHALL be conformed on entry into force. It presently tells the public that "Interest disclosures are held in the Conflict of Interest Register (MCC-700 §13.4), available for inspection and published annually as a summary". Both the register and the annual publication are described as existing facts. Neither exists (Section 14); on the status of MCC-700 §13.4, see cl. 1.4.

9. Screening

9.1 Every declaration SHALL be screened. A declaration that is filed and not screened has not been dealt with.

9.2 Who screens. The Programme Secretariat SHALL screen every declaration administratively on filing, and SHALL refer every declaration disclosing an interest to the body concerned. This mirrors, for governance declarations, the administrative-review-then-refer structure that MCC-400 v2.0-draft cl. 8.5 establishes for VVB declarations; it does not vary that clause, which continues to govern VVB declarations exclusively.

9.3 The chair of the body SHALL determine the outcome for a member's declaration. The Governing Board SHALL determine the outcome for a chair's declaration, and for its own chair's declaration the Board SHALL determine it with the chair recused. No declarant SHALL determine the outcome of his or her own declaration in any circumstances (cl. 5.6).

9.4 Timing. Administrative screening SHALL be completed within five business days of filing. A determination under cl. 9.3 SHALL be made before the declarant next takes part in a decision, and in any event within twenty business days of filing.

9.5 Against what. A declaration SHALL be screened against: the agenda of every meeting at which the declarant will sit, item by item; every decision type in MCC-700 Annex A for which the declarant holds or exercises authority; and the register of projects, applicants, VVBs, buyers and intermediaries then active in the Programme.

9.6 Outcomes. The screening of a declaration against an item SHALL produce exactly one of four outcomes, which SHALL be recorded in the Register with reasons:

9.6(a) No conflict — the declared interest does not bear on the item. The declarant participates without restriction.

9.6(b) Manage — the interest bears on the item but can be addressed by a measure short of withdrawal: disclosure to the meeting and entry in the minutes; exclusion from the papers for that item; participation in deliberation but not in the vote; or divestment or termination of the interest before the item is taken. The measure SHALL be specified, dated and recorded, and MCC-FORM-013 cl. 11.6 requires the declarant to state the mitigation proposed and who decided it.

9.6(c) Recuse — the declarant withdraws from the item under Section 11.

9.6(d) Decline the appointment — the interest is irresolvable and incompatible with holding the role. Where the outcome is reached before appointment, the appointment SHALL NOT be made. Where it is reached after appointment, the declarant SHALL be invited to resign and, failing resignation, removal proceeds under MCC-001 v3.0-draft cl. 9.2.5 and MCC-700 v4.0-draft cl. 6.2, which permit removal "only for cause stated in writing (including unresolved conflict …) … with the member heard first". MCC-700 v3.0 cl. 13.2 states the same duty from the member's side: to "[a]ccept removal from a body if conflicts are irresolvable".

9.7 The override runs one way only. A screening outcome, a direction of any body or official, or a platform control MAY escalate an outcome towards restriction — from "no conflict" to "manage", from "manage" to "recuse", from "recuse" to "decline" — but no body, official or platform action SHALL clear, waive or downgrade a conflict once identified. This adopts, for governance declarations, the principle MCC-400 v2.0-draft cl. 8.7 states for VVB engagements. Where an outcome is contested, the remedy is review under MCC-700 Sections 11 and 12, not waiver.

9.8 An outcome of "manage" SHALL be re-screened at each subsequent occurrence of the item and at each annual declaration. A management measure is not permanent by default.

9.9 Where a conflict is identified that no one declared, the matter SHALL be treated under Section 12 and every decision the conflict touched SHALL be listed for review, following the principle of MCC-400 v2.0-draft cl. 8.9 that an undeclared material conflict is grounds "for re-examination of every engagement the conflict touched".

9.10 No screening decision SHALL be taken by an AI system. An AI system MAY flag a possible conflict for human screening; the outcome under cl. 9.6 SHALL be determined by a named person and recorded with that person's name. This follows MCC-700 v4.0-draft cl. 20.1 and Annex B B-6 and does not extend them.

9.11 The screening step SHALL be recorded in the Register in the same record as the declaration, so that a declaration cannot be shown as filed without showing whether it was screened. The administrative screen at /portal/admin/governance/register presently records a disclosure but has no field for a screening outcome; conforming that screen is a precondition to entry into force (cl. 15.3).

10. Meeting procedure: the conflicts check before an item

10.1 The Registrar SHALL circulate, with the papers for every meeting of a governance body, a conflicts note stating, for each agenda item, which members hold a declared interest bearing on it and what outcome was determined under cl. 9.6.

10.2 Conflicts of interest SHALL be a standing first item on the agenda of every meeting of every governance body. The chair SHALL invite declarations under cl. 5.4 before the substantive business is taken.

10.3 The minutes SHALL record, for every item: the members present; the members recused and from which item; and the members entitled to vote on that item after recusals. A minute that records only who voted does not satisfy this clause.

10.4 Where no member has an interest bearing on any item, the minutes SHALL record that fact positively. An agenda that is silent on conflicts is not evidence that there were none.

10.5 The draft board decision record dated 17 August 2026 (MCC-BDR-2026-002, recorded in the decision register as unsigned) already contains the line "Conflicts of interest. Declared and recorded: [ ]. Members recusing from any item: [ ]." Those brackets are unfilled. Clause 10.3 makes filling them mandatory, and cl. 8.9 requires the entry to link to the Register.

11. Recusal

11.1 A member for whom the screening outcome is "recuse" SHALL withdraw from the item. Withdrawal means taking no part in the deliberation and casting no vote (MCC-700 v3.0 cl. 13.2: "Recuse themselves from voting on matters where a conflict exists"; "Not participate in deliberations on conflicted matters"; MCC-700 v4.0-draft cl. 5.6: "SHALL recuse from both deliberation and vote on that matter").

11.2 Recusal is not abstention. An abstention is a vote cast by a member who remains in the room and counts towards quorum. A recusal removes the member from the item entirely. MCC-700 v3.0 cl. 12.1 offers abstention as a response to a conflict — "Members may abstain if conflict of interest exists or insufficient information is available" — while cl. 13.2 of the same instrument requires recusal. Where an interest is screened as a conflict, recusal is required and abstention is not sufficient; cl. 12.1 governs only the case of insufficient information. This resolves a contradiction internal to MCC-700 v3.0 and is recorded as such in Section 16.

11.3 A recused member SHALL leave the meeting for the item, or, where the meeting is held remotely, SHALL be removed from the session for the item.

11.4 A recused member SHALL NOT receive the papers for the item, and SHALL NOT be sent the part of the minutes recording the deliberation on it beyond the published record.

11.5 A recused member SHALL NOT be counted in the quorum for that item. Quorum SHALL be recalculated on the members entitled to vote on the item, subject to the floor in cl. 11.10. This gives effect to MCC-700 v4.0-draft cl. 5.7 ("After recusals, quorum SHALL be recalculated on the members entitled to vote; a decision taken without recalculated quorum is invalid") and MCC-001 v3.0-draft cl. 9.8.7.

11.6 A decision taken on an item at which a recused member was counted in the quorum, or took part in the deliberation, or voted, is invalid, and SHALL be retaken. Invalidity is not cured by the recused member's vote having been immaterial to the outcome.

11.7 The fact of a recusal SHALL be minuted and published. The published record SHALL state the member's name, the item recused from, and that the reason was a declared interest of the recorded category. Minutes are published within thirty calendar days of the meeting (MCC-700 v3.0 cl. 14.5; MCC-700 v4.0-draft cl. 21.3), and the recusal is published with them and entered in the Register under cl. 8.3.

11.8 A recusal SHALL be recorded even where the item was not decided, and even where the recused member was the only member with an interest.

11.9 A member who recuses SHALL NOT be treated as absent for the purpose of any attendance requirement, and recusal SHALL NOT of itself be a ground for removal.

The two-member body: the quorum floor

11.10 No recalculation of quorum SHALL leave fewer than two members entitled to vote on an item. Where, after recusals, fewer than two members of a body are entitled to vote on an item, the body is inquorate for that item and SHALL NOT decide it. This floor applies notwithstanding the arithmetic of cl. 11.5, MCC-700 v4.0-draft cl. 5.7 or MCC-001 v3.0-draft cl. 9.8.7.

11.11 The reason for the floor is that recalculation alone produces an absurd result on a small body. A "majority of the members entitled to vote" is, where one member is entitled to vote, that one member. On a two-member Governing Board, a single recusal would convert a rule designed to protect a decision from a conflicted member into a rule that hands the decision to one person, sitting alone, unable to be outvoted, deliberating with nobody. A body of one is not a body. The recusal rule exists because a decision should not rest on a single conflicted judgement; it cannot be allowed to produce a decision resting on a single unchecked judgement.

11.12 The floor is a floor, not a threshold. It does not replace the quorum rule; it limits it. Where a body has more members, quorum remains a majority of those entitled to vote (MCC-700 v4.0-draft cl. 7.2), which will exceed two.

11.13 The floor is consistent with MCC-001 Charter Amendment 1 v0.2 A1.2 — "The Board is quorate when more than half of its members participate" — which on a two-member board requires both. It is not consistent with an unlimited recalculation, and where the two readings diverge on a body of two or three, the floor prevails and the item is not decided.

11.14 What happens instead. Where cl. 11.10 makes a body inquorate for an item, the chair — or, where the chair is the recused member, the other member — SHALL apply the following in order, and SHALL record which was applied:

11.14(a) Defer. The item SHALL be adjourned to the next meeting at which two or more members are entitled to vote on it. Deferral is the default and requires no further authority.

11.14(b) Cure by appointment. Where the item cannot properly be deferred, the body SHALL first seek to become quorate by appointing a further member who is entitled to vote on it. An appointment made for this purpose SHALL follow the ordinary nomination and fit-and-proper process (MCC-001 v3.0-draft cl. 9.2.5; MCC-700 v4.0-draft cl. 6.1) and SHALL NOT be made by the recused member.

11.14(c) Refer out. Where the item is urgent, cannot be deferred without harm, and cannot be cured under (b) in time, it SHALL be referred to one or more independent persons who took no part in it and hold no interest in it, appointed from an external roster, applying by analogy the mechanism MCC-700 v4.0-draft cl. 23.7 establishes for transitional appeals. The roster proposed for that mechanism is one external appointee on a roster basis, paid per matter (FD-2026-10-01 Schedule 1, Q2). None is appointed, and until one is, this limb is unavailable. (Consultation question 8.)

11.15 Where none of cl. 11.14(a) to (c) is available, the item is not decided. The Register and the minutes SHALL record "not decided — inquorate after recusal", with the item, the date and the member recused, and that record SHALL be published under cl. 11.7. Clause 23.7 of MCC-700 v4.0-draft supplies the consequence by analogy: the contested matter SHALL NOT be implemented further, and no issuance, transfer or retirement SHALL rely on it.

11.16 There is no urgency exception to recusal. A conflicted member SHALL NOT resume an item on the ground that the body would otherwise be unable to act, SHALL NOT waive his or her own conflict, and SHALL NOT be authorised to act alone by any resolution of the body, by the chair, or by his or her own decision as founder under transitional authority. Clause 9.7 admits of no exception here: inability to decide is not a ground for clearing a conflict. An undecided item is a cost the Programme bears; a decision taken by the person it concerns is a defect the Programme cannot cure.

11.17 The practical rule while a body is small. While a governance body has fewer than three appointed members, it SHALL NOT decide any item on which any of its members holds a declared interest screened as a conflict. This is the operative consequence of cll. 11.10 and 11.16, stated so that it need not be derived at the meeting.

11.18 The structural cure is appointment, not procedure. Whether to (a) fix a minimum of three appointed members before the Governing Board decides any conflicted item, (b) appoint a standing independent reserve decision-maker who may be brought in under cl. 11.14(c) on notice, or (c) both, is not decided. This Procedure adopts the quorum floor in cl. 11.10 in either case, because a floor is needed even on a fully constituted board. (Consultation question 9.)

12. Failure to declare, late declaration and false declaration

12.1 A declarant who has not filed a declaration due under Section 5 SHALL NOT take part in any decision until it is filed and screened.

12.2 An outstanding declaration SHALL be shown on the published Register under cl. 8.8, with the date it fell due.

12.3 A declarant whose declaration is more than thirty calendar days overdue SHALL be notified in writing by the Registrar, and the notification SHALL be recorded in the Register.

12.4 A failure to declare, a materially incomplete declaration and a false declaration are each cause for removal within the meaning of MCC-700 v4.0-draft cl. 6.2 and MCC-001 v3.0-draft cl. 9.2.5. Removal requires written reasons and the member being heard first; nothing in this clause dispenses with either.

12.5 Where an undeclared interest is discovered, every decision the interest touched SHALL be listed, reviewed and, where the interest would have required recusal, retaken. The list SHALL be published.

12.6 A person who reports a suspected undeclared interest SHALL be protected under the whistleblowing arrangements required by MCC-700 v4.0-draft cl. 6.3, and where the report concerns the founder or the Governing Board it SHALL be escalated to the independent recipient that clause requires. The recipient proposed is the external appointee of MCC-700 v4.0-draft cl. 23.7, or external counsel, and never the founder (FD-2026-10-01 Schedule 1, Q5). None is appointed. (Consultation question 10.)

12.7 No sanction under this Section SHALL be imposed by a body on which the person concerned sits without that person's recusal, and cll. 11.10 to 11.17 apply to that decision.

13. Bodies not yet constituted, and the transitional position

13.1 The duties in this Procedure attach to the members of a governance body on that body's constitution. Nothing in this Procedure imposes a duty on, or asserts the existence of, a body that has not been constituted.

13.2 Where the founder exercises the functions of an unconstituted body under MCC-700 v4.0-draft cl. 23.2, the founder SHALL comply with this Procedure as a declarant under cl. 4.1(b). Clause 23.3(a) of that draft requires the founder, in exercising a body's functions, to "comply with the independence and conflict rules of Section 5 as applicable to a sole decision-maker, including recusal where personally conflicted".

13.3 Where the founder is personally conflicted on a matter he would otherwise decide as sole decision-maker, cl. 11.16 applies with full force: the matter SHALL NOT be decided by him. Clause 11.14(a) to (c) applies, and where none is available the matter is not decided and is recorded under cl. 11.15.

13.4 The Register SHALL open on the date this Procedure enters into force.

13.5 Every person then holding an appointment SHALL file an initial declaration within twenty-eight calendar days of that date, whether or not that person has previously declared anything, and whether or not that person has anything to declare. A declaration already on the Register (cl. 14.4) satisfies this clause only if it is re-confirmed on MCC-FORM-013 within the same period and screened under Section 9.

13.6 Each declaration filed under cl. 13.5 SHALL be screened under Section 9 within ten business days of filing, and the Register SHALL be published under Section 8 within thirty calendar days of the date this Procedure enters into force.

13.7 Where a governance body is constituted after entry into force, each of its members SHALL file an initial declaration before taking part in any decision of that body, and in any event within fourteen calendar days of appointment.

13.8 No decision SHALL be taken by a governance body constituted after entry into force until every member of that body has filed and had screened an initial declaration. This clause does not apply retrospectively to decisions taken before entry into force.

14. The position as at 4 September 2026

This Section is a finding of fact recorded on the date of this draft. It is stated so that the Board may act on it. It is not an allegation of misconduct against any person.

14.1 Two members are in office. governance_appointments holds exactly two rows, both for the Governing Board, both appointed 26 August 2026 with terms ending 26 August 2029: Leif Martin Klakken, seat "Founder seat (transitional, §4.1.5)" (relabelled on 10 September 2026, no §4.1.5 existing in any instrument in force: "Founder seat (GB-2026-001 Resolution 1.1; composition fixed at constitution per FD-2026-08-24 item D2)"), role MEMBER, appointed by GB-2026-001 Resolution 1.1 (FD-2026-08-24 item D2); and Lord Chris Grayling, seat "Independent expert — governance or environmental (1 of 2)", role CHAIR, appointed by GB-2026-001 Resolutions 1.1 and 1.2 (FD-2026-08-24 item D2). Neither appointment has ended. By 23 September 2026 both had been in office for twenty-eight days, throughout which no register existed to record what they held.

14.2 Two of eleven seats are filled. The Governing Board's target composition is eleven seats (MCC-700 v3.0 cl. 4.1.2; the seat list is implemented in governance-register.ts). Nine are vacant. Of the fourteen governance-body records in governance_bodies, spanning the six bodies of MCC-700 v3.x and the seven of MCC-700 v4.0-draft plus the Legal Entity, only the Governing Board has any appointment against it.

14.3 A store for governance declarations does exist. MIR-2026-001 rev 3 §3.2 proceeds on the basis that the platform has no store for a governance-body member's declaration. That is not correct, and the correction matters more than the original point. The table interest_disclosures exists in the production database with the columns id, appointmentId, disclosedAt, category, disclosure, recordedById, createdAt (and, since then, attestation_id); appointmentId keys it to governance_appointments; the categories NONE, FINANCIAL, INSTITUTIONAL, FAMILY, IP and OTHER are defined in apps/web/src/lib/governance-register.ts against MCC-700 §13.3; and an administrative screen for recording a disclosure exists at /portal/admin/governance/register, with a route at /api/admin/governance-register. What is absent is the instrument that says who must use it, when, and to what effect — which is this document — not the store.

14.4 One declaration is on file, not none. interest_disclosures holds one row, dated 26 August 2026, against Leif Martin Klakken's appointment, category FINANCIAL, recorded 27 August 2026. It reads: "Author of FD-2026-08-24 and owner of the entity that operates the Programme pending registration of the Norwegian operating company (D1). Disclosed at the constituting meeting, GB-2026-001 (MCC-700 §13.2); abstention recommended on Item 2." It is a full and candid declaration, made at the constituting meeting, citing the right clause.

14.5 The Chair has filed nothing. No row in interest_disclosures refers to Lord Chris Grayling's appointment. The one seat on the Board whose whole purpose is independence — "Independent expert — governance or environmental (1 of 2)", held with the role of CHAIR — has no declaration of any kind on file, not even a nil declaration. Under MCC-001 v3.0-draft cl. 9.2.3 the chair "SHALL be an independent, non-commercial member"; that status is asserted by the seat title and evidenced by nothing.

14.6 The declaration on file was never screened, and could not have been. There is no screening field in the store (cl. 9.11) and no instrument under which a screening outcome could be determined. The one declaration records a recommendation — "abstention recommended on Item 2" — and abstention is not recusal (cl. 11.2). On the reading this Procedure adopts, a declared financial interest of that kind requires recusal from the item, not an abstention within it.

14.7 Nothing has been published. The public page at /governance/register publishes the two appointments and tells readers that "Interest disclosures are held in the Conflict of Interest Register (MCC-700 §13.4), available for inspection and published annually as a summary". No such register has been constituted and no annual summary has been published; on the status of MCC-700 §13.4, see cl. 1.4. The statement is a description of a system that does not exist.

14.8 The Board is two people, one of whom is the operator. The declaration at cl. 14.4 discloses that Leif Martin Klakken is the "owner of the entity that operates the Programme pending registration of the Norwegian operating company". On MCC-001 v3.0-draft cl. 9.2.2 the Board must have a majority of independent members; a board of two of whom one owns the operating entity has one independent member out of two, which is not a majority. That draft is not in force, so this is not a breach — it is the condition the draft was written to prevent, subsisting at the date of this draft.

14.9 What this means for the ratification business. The ratification business proposed to the Governing Board in the board pack of 23 September 2026 (MCC-RAT-2026-001) consists in substance of ratifying decisions the founder himself took — FD-2026-09-01, FD-2026-09-03, FD-2026-09-04 and FD-2026-09-07, each recorded in the decision register as attested by the founder, with no executed copy filed; FD-2026-08-24 is not in that map, GB-2026-001 item 2 having ratified it. No record of a Governing Board meeting on 23 September 2026 has been filed. The declared interest at cl. 14.4 is the founder's authorship of his own decision; it names FD-2026-08-24 expressly, and each decision in that map is the founder's in the same way. Applying this Procedure as drafted:

14.9(a) the founder's declaration would be screened against each item on the agenda, item by item (cl. 9.5);

14.9(b) each item that is in substance a ratification of his own decision, or that concerns the entity he owns, would be screened as a conflict requiring recusal, not abstention (cll. 9.6(c), 11.2);

14.9(c) on each such item, recusal would leave one member — the Chair — entitled to vote, and the quorum floor in cl. 11.10 would make the Board inquorate for that item;

14.9(d) the item would then be deferred under cl. 11.14(a), or referred out under cl. 11.14(c) if a roster existed, which it does not (MCC-700 v4.0-draft cl. 23.7: none has been appointed); and

14.9(e) if neither, the item would stand not decided, recorded and published under cl. 11.15.

14.10 At the date of this draft the business proposed for 23 September 2026 could not be screened item by item: the board pack GB-2026-002 was not then in the document corpus or the platform. The agenda for that date (MCC-AGD-2026-001) has since been filed with the board pack rendered on 23 September 2026. No record of a Governing Board meeting on 23 September 2026 has been filed in the programme record (position on 1 October 2026; decision register at /governance/decisions). Until one is, no screening of that business against the declaration at cl. 14.4 can be recorded, and cl. 14.9 states a method rather than a result.

14.11 The finding is not that anyone has concealed anything. One member declared a significant interest, unprompted, at the meeting that appointed him, and it was recorded. The finding is that the Programme has no instrument that turns a declaration into a consequence: nothing requires the second member to file, nothing requires either declaration to be screened, nothing determines whether abstention or recusal follows, nothing publishes the result, and nothing says what a two-person board does when one of the two must stand down. That is what this Procedure is for, and it is why it should be in force before the ratification business is taken and not after.

15. Entry into force

15.1 This Procedure SHALL enter into force on approval by the Governing Board — or, during the transitional period, on a Founder Decision recorded and tabled for ratification under MCC-700 v4.0-draft Section 23 — on a stated date, following the public consultation on this draft.

15.2 Approval of this Procedure is itself a matter on which the founder holds a declared interest only if the screening under Section 9 so determines; a general interest in the Programme's governance is not of itself a conflict on an instrument of general application that confers no benefit on the declarant. Approving a rule that constrains oneself is not a conflicted act. (Consultation question 11.)

15.3 Preconditions to entry into force. This Procedure SHALL NOT be brought into force until: (a) the interest_disclosures store records a screening outcome, its date and the screener's identity against each declaration (cl. 9.11); (b) the store distinguishes a nil declaration from an unfiled declaration (cl. 7.10) and records the date each annual declaration falls due (cl. 7.9); (c) a published view of the Register exists that satisfies Section 8, including the count of outstanding declarations (cl. 8.8); and (d) the statement on the public page at /governance/register is conformed to what exists (cl. 8.10).

15.4 This draft is published with status DRAFT — FOR CONSULTATION. It confers no rights and imposes no obligations. No register is open under it, no declaration is due under it, and no screening duty binds anyone until it enters into force.

15.5 On entry into force, MCC-700 cl. 13.4 (v3.0) and cl. 5.8 (v4.0, on its approval) SHALL be read as satisfied by the Register constituted under Section 7, and no separate body-by-body register SHALL be maintained. One Programme, one register, with a section for each body.

16. Contradictions recorded

Recorded, not resolved by drafting. Each is put to the Board.

16.1 Abstention against recusal, within one instrument. MCC-700 v3.0 cl. 12.1 lists among the standard voting procedures: "Abstention: Members may abstain if conflict of interest exists or insufficient information is available." Clause 13.2 of the same instrument requires members to "Recuse themselves from voting on matters where a conflict exists" and to "Not participate in deliberations on conflicted matters". A member cannot both abstain (remaining, counted in quorum) and recuse (withdrawing, not counted). Clause 11.2 of this Procedure resolves it in favour of recusal. The declaration on file at cl. 14.4 relies on the abstention limb.

16.2 Names published against names withheld. Transparency Policy v1.1 §2.5 publishes "Board member names"; art. 3(1) withholds "Individual names (unless public figure or community leader consenting)". Both are in force in the same adopted instrument. Clause 8.5 states the reading this Procedure adopts and invites a conforming amendment.

16.3 Family relationships declared against family relationships withheld. MCC-FORM-013 cl. 11.4 requires declaration of family and close personal relationships; Transparency Policy art. 3(1) withholds "family relationships" from publication. There is no contradiction in substance — one is collection, the other publication — but the two have never been read together, and cl. 8.6 states the rule that results.

16.4 A register cited as existing that does not exist. The public page at /governance/register cites MCC-700 §13.4 as the authority for a register that is "available for inspection and published annually as a summary". No such register exists (cl. 14.7). MCC-700 v3.1, which the document register records as in force (FD-2026-08-24 item D11), carries that clause, while cl. 18.1, in both v3.0 and v3.1, leaves the commencement date as "[Date to be inserted]"; v4.0 is a consultation draft. See cll. 1.4 and 14.7.

16.5 A quorum rule that yields a quorum of one. MCC-700 v4.0-draft cl. 5.7 and MCC-001 v3.0-draft cl. 9.8.7 both recalculate quorum after recusals without a floor. On the Board as presently constituted this produces a quorum of one. Clause 11.10 supplies the floor. MCC-001 Charter Amendment 1 v0.2 A1.2 ("quorate when more than half of its members participate") does not have the defect, and the two rules are not reconciled anywhere in the corpus.

16.6 A withdrawn instrument as the source of a live obligation. MIR-2026-001 rev 3 §3.6 records the absence of a Conflict of Interest Screening Procedure referred to in the External Institutional Launch Pack v1.0. That Launch Pack was withdrawn by FD-2026-08-24 and replaced by the Programme Factsheet, whose adoption banner records it as "trukket". It remains in the review corpus. The Launch Pack's substantive COI content — the "COI Screening Procedure" heading and the "Three-year cooling-off period before former staff can engage project developers or VVBs on paid basis" — has no counterpart in any instrument in force, and no instrument in force has picked it up. The gap is real; its stated source is withdrawn. See cl. 6.7.

16.7 No legal entity, and therefore no directors' duties. No separate legal entity has yet been incorporated for the Programme (FD-2026-10-01 item 3; MCC-700 v4.0-draft cl. 4.4.2). There are consequently no statutory or fiduciary duties of a director on which a declaration duty could be hung. The obligation in this Procedure rests on the Programme's own instruments and on nothing else, and it binds because the Programme says so — which is why the instrument has to exist and has to be published.

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Annex A — Open items (index)

Matters for the Board — each is put to consultation and listed under Consultation questions

Ref	Clause	Question
OD-ROI-1	2.1	Whether the single register is named the Register of Interests or the Conflict of Interest Register. One name only.
OD-ROI-2	4.6	Whether the duty extends to Secretariat staff and contractors below delegated-authority level, to MCC-400 accreditation and witness-audit assessors, and to external transitional appeal appointees.
OD-ROI-3	6.6	Confirmation of the 36-month look-back (FDP-2026-001 Q7), and conforming MCC-700 cl. 3.2.6's open look-back to the same figure.
OD-ROI-4	6.7	Whether a cooling-off rule for former governance members and former Programme staff is adopted, and in which instrument. Not adopted here.
OD-ROI-5	8.5	Confirmation of the reading that Transparency Policy art. 3(1) does not withhold the name of a person holding a governance office, and the conforming amendment to art. 3(1).
OD-ROI-6	11.18	Whether to fix a minimum of three appointed members before the Board decides a conflicted item, appoint a standing independent reserve decision-maker, or both.
OD-ROI-7	15.2	Whether approval of this Procedure is itself referred out under cl. 11.14(c).

Matters first marked for the founder's input — each is now answered in the text or listed under Consultation questions (FD-2026-10-01 item 4)

Ref	Clause	What is needed
FI-ROI-1	Document control	Confirmation of the document code in the Document Hierarchy and Precedence Register.
FI-ROI-2	Document control	The tier of this instrument in that Register.
FI-ROI-3	Document control	The designated document owner.
FI-ROI-4	Document control	Opening and closing dates of the public consultation.
FI-ROI-5	7.4	The named Registrar for the transitional period, and who screens the Registrar's own declaration.
FI-ROI-6	11.14(c)	The external roster or named interim independent decision-maker (the same gap as MCC-700 v4.0-draft cl. 23.7).
FI-ROI-7	12.6	The independent whistleblowing recipient (the same gap as MCC-700 v4.0-draft cl. 6.3).
FI-ROI-8	14.10	The agenda of the meeting of 23 September 2026, resolution by resolution, so each may be screened.

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Evidence line

Checked on 4 September 2026, before recording anything in this instrument as absent.

1. In-force text corpus — all 34 files of the review corpus, searched in full for "conflict of interest", "conflicts of interest", "Register of Interests", "recusal", "recuse", "independence", "related part", "cooling-off", "rotation" and "screening". Read in the relevant part: MCC-700 Governance and Appeals v3.0 (§§1–4, 12, 13, 14, 18); MCC-400 VVB Accreditation and Performance Standard v1.1 CONSOLIDATED (arts. 18, 44–48, 72, 81, 85); MCC-001 Charter and Constitution v2.0 (cll. 0018, 0055); MCC-100 Programme Standard v2.1 CONSOLIDATED (cll. 0039, 0144, 0146, 0150, 0285); MCC_Transparency_Policy_v1.0; MCC_External_Institutional_Launch_Pack_v1.0 (COI Management and COI Screening Procedure passages); MCC_Foundational_Decisions_v1.0 §8.7; MCC_Programme_Bible_v2.0 (MCC-FORM-013 line); MCC_VVB_Terms_v1.0 art. 4; MCC_Board_Decision_Record_2026-08-17_BDR-2026-002_DRAFT.
2. Adopted content — apps/web/content/adopted/ (15 files listed); transparency-policy.md read at §2.5 and Article 3 in full; programme-factsheet.md adoption banner (records the External Institutional Launch Pack v1.0 as withdrawn).
3. Document manifest — apps/web/src/lib/documents/manifest.ts (331 lines), confirming the Transparency Policy is served as v1.1, adopted 2026-08-24 under FD-2026-08-24.
4. Proposals — apps/web/content/proposals/ (37 files listed). Read: mcc-700-governance-v4-0-draft.md in full, including Section 5, Section 21, Section 23, Section 24, Annex A (Delegated Authority Matrix, rows 1–38) and Annex B; mcc-400-vvb-standard-v2-0-draft.md cll. 1.1, 1.4, 3.3, 4.5, 4.7, 8.1–8.9, 15.1, 17.1–17.6, 18.1–18.2; mcc-forms-operational-suite-v1-0-draft.md §11 (MCC-FORM-013) in full; mcc-fees-fee-schedule-v1-0-draft.md document control block and §§1, 3.3 (house shape); mcc-001-charter-v3-0-draft.md §§9.1–9.10, 13.6–13.7; mcc-001-charter-amendment-1-governance-v0-2.md A1.1–A1.2.
5. Platform source — apps/web/src/lib/governance-register.ts (118 lines: bodies, seats, interest categories, phases); apps/web/src/app/governance/register/page.tsx (public register, 75 lines); apps/web/src/app/portal/admin/governance/register/page.tsx and GovernanceRegisterClient.tsx (administrative disclosure screen); apps/web/src/app/api/admin/governance-register/route.ts; apps/web/src/lib/registers.ts; packages/db/prisma/migrations/20260904060000_register_annexes_and_adopted_policies.sql.
6. Database — Supabase project ifflkkpowmzjoochwavf, read-only SELECTs only, no write of any kind: information_schema.columns for every table matching interest / COI / conflict / declaration / governance / recusal; row counts and full contents of governance_appointments (2 rows), interest_disclosures (1 row), coi_declarations (0 rows), governance_bodies (14 rows).
7. Not found, after searching all four sources — no instrument, annex, schedule, page or table named "Register of Interests" or "Conflict of Interest Screening Procedure" anywhere in the in-force corpus, the adopted content, the proposals or the platform; the only occurrence of the phrase "Register of Interests" in the entire repository is MCC-FORM-013 cl. 11.10, which itself records the register as not existing.
8. Could not be verified, and is not asserted — the number of resolutions proposed for 23 September 2026 (cl. 14.10); the board pack GB-2026-002 itself, which is cited in four consultation drafts but is not in the repository; FDP-2026-001, which is cited only in MCC-FORM-013 cl. 11.8 and whose text is not in the repository (FDP-2026-001 has since been read; the Consultation questions rely on it).

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End of MCC-ROI v1.0-draft. Status: DRAFT — FOR CONSULTATION. Not in force. No register is open under this instrument and no declaration is due under it.