West Central Indiana Economic Development District Inc.

“the Form 990 was electronically distributed to all board members prior to filing.”

“The Board of Directors has set forth standards of conduct expected by Directors that require disclosure of any interests that could result in a conflict, be made annually. These disclosure requirements are intended to provide a systematic and ongoing method of disclosing and ethically resolving potential conflicts of interest. Questionnaires will be distributed annually by the Executive Director's office and reviewed by the Executive Committee and the Board of Directors. Any duality of interest or possible conflict of interest on the part of a governing board member should be disclosed to the Executive Committee and the Board and made a matter of record. Any governing board member having a duality of interest or possible conflict of interest on any matter should not vote or use his/her personal influence on the matter, and he/she should not be counted in determining the quorum for the meeting. The minutes of the meeting should reflect that a disclosure was made, the abstention from voting, and the quorum situation. The foregoing requirements should not be construed as preventing the governing board member from briefly stating his/her position in the matter, nor from answering pertinent questions of other board members since his/her knowledge may be of great assistance. A conflict of interest arises when a Director, or his/her spouse, or his/her dependent, or a person or dependent of a person under the control of the Director has a pecuniary interest in or will derive a profit from a business transaction in which the Director acts on behalf of the Corporation. Such conflict of interest may be created from an outside interest whereby the Director, or other person listed above, has a material interest in an entity doing business with or in competition with the Corporation; from an outside activity whereby the Director, or other person listed above, provides services to an entity which does business with or is in direct competition with the Corporation; or from the acceptance of gifts, gratuities or excessive entertainment from an entity doing business with or in competition with the Corporation; or from the use or disclosure of inside information relating to the business of the Corporation for personal profit.”

“The executive direcotr and other employees are subject to an annual performance review by the board of directors. Compensation is based on the review and subject to approval by the board.”

“The financial statements are presented to the board of directors at a meeting that is open to the public. Audit reports are available at the state board of accounts website - www.in.gov/sboa. Governing documents are available upon request.”