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d. Violations of the Conflicts of Interest Policy. <br />If the governing Board or committee has reasonable cause to believe a Director or <br />committee member has failed to disclose actual or possible conflicts of interest, it shall <br />inform the individual of the basis for such belief and afford the member an opportunity <br />to explain the alleged failure to disclose. <br />If, after hearing the member's response and after making further investigation as warranted by <br />the circumstances, the governing Board or committee determines the member has failed to <br />disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and <br />corrective action. <br />SECTION 4. RECORDS OF BOARD AND BOARD COMMITTEE PROCEEDINGS <br />The minutes of meetings of the governing Board and all committees with Board delegated <br />powers shall contain: <br />The names of the persons who disclosed or otherwise were found to have <br />a financial interest in connection with an actual or possible conflict of <br />interest, the nature of the financial interest, any action taken to determine <br />whether a conflict of interest was present, and the governing Board's or <br />committee's decision as to whether a conflict of interest in fact existed. <br />b. The names of the persons who were present for discussions and votes <br />relating to the transaction or arrangement, the content of the discussion, <br />including any alternatives to the proposed transaction or arrangement, and <br />a record of any votes taken in connection with the proceedings. <br />SECTION 5. STATEMENTS <br />Each Director, principal officer, and member of a committee with governing Board -delegated <br />powers may sign a statement upon election that affirms such person: <br />a. has received a copy of the conflicts of interest policy, <br />b. has read and understands the policy, <br />C. has agreed to comply with the policy, and <br />d. understands the corporation is charitable and in order to maintain its federal tax <br />exemption it must engage primarily in activities which accomplish one or more <br />of its tax-exempt purposes. <br />SECTION 6. PERIODIC REVIEWS <br />To ensure the corporation operates in a manner consistent with charitable purposes and does <br />not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be <br />San Leandro Improvement Association Bylaws 24 October 2013 <br />