Minutemen Disaster Response Foundation

“Once minuteman disaster response foundation's form 990 is completed by the independent tax accountants, it is provided electronically to the board of directors for review. Board member questions and comments are reviewed and considered, and any resulting changes thereof are incorporated into the form 990 prior to filing with the internal revenue service.”

“In connection with any actual or possible conflict of interest, an interested person, defined as any director, principal officer, or member of a committee with corporation board delegated powers, who has a direct or indirect financial interest, as defined later, in a contemplated or completed transaction, must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the directors and members of committees with corporation board delegated powers considering the proposed transaction or arrangement. A financial interest is defined as a person has a financial interest if the person has, directly or indirectly, through business, investment, or family: (i) an ownership or investment interest in any entity with which the corporation has a transaction or arrangement; (ii) a compensation arrangement with the corporation or with any entity or individual with which the corporation has a transaction or arrangement; or (iii) a potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the corporation is negotiating a transaction or arrangement. Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial. A financial interest is not necessarily a conflict of interest. A person who has a financial interest may have a conflict of interest only if the appropriate corporation board or committee decides that a conflict of interest exists. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, the interested person shall leave the corporation board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members, as the case may be, shall decide if a conflict of interest exists. A conflict may be addressed in several ways: (i)an interested person may make a presentation at the corporation board or committee meeting, but after the presentation, that person shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest; (ii) the chairperson of the corporation board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. (iii) after exercising due diligence, the corporation board or committee shall determine whether the corporation can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. (iv) if a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the corporation board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the corporation's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination it shall make its decision as to whether to enter into the transaction or arrangement. If the corporation board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose. If, after hearing the member's response and after making further investigation as warranted by the circumstances, the corporation board or committee determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.”

“The foundation's governing documents, conflict of interest policy, and financial statements are available upon request.”