Witalis LLC

Purpose

This policy protects the organization’s decisions from being influenced, or appearing to be influenced, by a board member’s personal or financial interests.

Policy

A board member does not place personal interests, or the interests of a related party, ahead of the organization’s interests. A board member discloses any actual, potential, or perceived conflict as soon as it becomes known, not only during an annual review.

Process

• Every board member completes a written disclosure annually, and updates it whenever circumstances change.
• A board member with a disclosed conflict on a specific matter is recused from the discussion and the vote on that matter.
• Recusals are recorded in the meeting minutes.
• The Governance Committee reviews disclosures annually and addresses any conflict requiring further action.

Violations

A board member who fails to disclose a known conflict is subject to review by the Chair and the Governance Committee, which may recommend action up to removal from the board, consistent with the organization’s bylaws.