Swap Inc.

“The Form 990 was prepared by the Board Treasurer and reviewed by the Board President. It was then reviewed and approved by the full Board of Directors before filing with the IRS. The entire Board received a copy of the 990 prior to filing.”

“The conflict of interest policy and annual disclosure statements are distributed to Board members and collected annually. Where an actual or potential conflict exists between the interests of SWAPs and an interested party with respect to a specific proposed action or transaction, SWAPs refrains from the proposed action or transaction until such time as the proposed action or transaction has been approved by the disinterested members of the Board. The following procedures apply: (1) An interested party who has an actual or potential conflict of interest with respect to a proposed action or transaction of the organization does not participate in any way, nor is present, in the deliberations and decision making with respect to such action or transaction. The interested party may, upon request, be available to answer questions or provide material factual information about the proposed action or transaction. (2) The disinterested members of the Board may approve the proposed action or transaction upon finding that it is in the best interests of the organization. The Board considers whether the terms of the proposed transaction are fair and reasonable to the organization and whether it would be possible, with reasonable effort, to find a more advantageous arrangement with an entity that is not an interested party. (3) Approval by the disinterested members of the Board is by majority vote of directors in attendance at a meeting when quorum has been met. An interested party is not counted for purposes of determining whether a quorum is present, nor for purposes of determining what constitutes a majority vote of directors in attendance. (4) The minutes of the meeting reflect that the conflict disclosure was made, the vote taken and, where applicable, the abstention from voting and participation by the interested party.”

“SWAP's governing documents, conflict of interest policy, and financial statements are available to the public upon request for a proper purpose.”