Vapor Safety Association

“Brandon ward and john decker have a business relationship.”

“Organization's process to review form 990 the president will provide the form 990 to all board members prior to filing.”

“Enforcement of conflicts policy 10.3.1 duty to disclose. In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the board or the other members of the committee (as appropriate) considering the proposed transaction or arrangement.”

“Governing documents disclosure explanation upon written request.”

“Research study for vapor technology industry”

“Consulting expense: program service expenses 511,405. Management and general expenses 0. Fundraising expenses 0. Total expenses 511,405.”

“Existence of conflict of interest. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he or she shall leave the board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining directors or committee members who are disinterested persons shall decide if a conflict of interest exists.”

“Addressing the conflict of interst.”

“An interested person may make a presentation at the board or committee meeting, but after the presentation, he or she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest.”

“The chairperson of the board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.”

“After exercising due diligence, the board or committee shall determine whether the assocation 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.”

“If a more advantageous transaction or arrangement is not reasonably possible under the circumstances not producing a conflict of interest, the board or committee shall determine by a majority vote of the disinterested persons who are directors whether the transaction or arrangement is in the association'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.”

“Violations of the conflict of interest policy.”

“If the board or committee has reasonable casue 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 interest person's response and after making further investigation as warranted by the circumstances, the board or committee determines the interest person has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action, including up to the removal from the association.”

“Exception. The provisions of this section and of this article shall not apply to a vote of the board of directors to approve reasonable compensation for directors' service as directors. The board recognizes that in such circumstances there are no disinterested persons serving as directors who could vote on the issue, and that its members have an inherent conflict of interest in voting on their own compensation. The board of directors shall have no authority to approve any compensation for its members' services as directors in an amount which would be excessive under the definition in section 1.162-7 of the treasury regulations, or which otherwise violate the internal revenue code.”