Article VII - Pecuniary Benefit Transactons & Conflicts of Interest

Article VII - Pecuniary Benefit Transactons & Conflicts of Interest

1. Duty to Disclose and Voting Requirements. Any possible conflict of interest on the part of any Officer or Member of the Board shall be disclosed in writing to the Board and made a matter of record on an annual basis and also when the interest involves a specific issue or transaction before the Board. Where the transaction involving a Board Member or Officer exceeds five hundred dollars ($500.00) but is less than five thousand dollars ($5,000.00) in a fiscal year, a two-thirds vote of the Board approving the transaction is required. When the transaction involved exceeds five thousand dollars ($5,000.00) in a fiscal year, then a two-thirds vote of the Board approving the transaction and publication of a legal notice in a newspaper of general circulation in the community is required, together with written notice to the Director of Charitable Trust, Office of the Attorney General. The minutes of the meeting at which such disclosure is made shall note said disclosure; that the interested Director and all other Directors with a pecuniary transaction with the Corporation during the fiscal year were absent during both the discussion and the voting on the transaction; and the actual vote itself. Every new member of the Board will be advised of this policy upon commencing the duties of his or her office, and shall sign a statement acknowledging and agreeing to this policy.
2. Other Statutory Requirements. The Board will comply with all requirements of New Hampshire laws dealing with pecuniary benefit transactions (RSA 7:19-a) and all such laws are incorporated in full and are made part of this policy statement. These requirements include, but are not limited to, i. an absolute prohibition on any loans to any director or officer of the corporation, and ii. prohibition of any sale or lease (for a term greater than five years) or conveyance of real estate from an officer or director without the approval of the probate court. These requirements extend to both direct and indirect financial interests, as described by statute.