Okra Project Inc.

“There are no committees with authority to act on behalf of the board of directors.”

“The form 990 is provided to the directors prior to filing.”

“1. Full disclosure, by notice in writing, shall be made by the interested parties to the full board of directors in all conflicts of interest, including but not limited to the following: a. A board member is related to another board member or staff member by blood, marriage or domestic partnership. B. A staff member in a supervisory capacity is related to another staff member whom she/he supervises. C. A board member or their organization stands to benefit from an okra project transaction or staff member of such organization receives payment from the okra project for any subcontract, goods, or services other than as part of her/his regular job responsibilities or as reimbursement for reasonable expenses incurred as provided in the bylaws and board policy. D. A board member's organization receives grant funding from the okra project. E. A board member or staff member is a member of the governing body of a contributor to the okra project. F. A volunteer working on behalf of {organization name} who meets any of the situations or criteria listed above. 2. Following full disclosure of a possible conflict of interest or any condition listed above, the board of directors shall determine whether a conflict of interest exists and, if so the board shall vote to authorize or reject the transaction or take any other action deemed necessary to address the conflict and protect the okra project's best interests. Both votes shall be by a majority vote without counting the vote of any interested director, even if the disinterested directors are less than a quorum provided that at least one consenting director is disinterested. 3. A board member or committee member who is formally considering employment with the okra project must take a temporary leave of absence until the position is filled. Such a leave will be taken within the board member's elected term which will not be extended because of the leave. A board member or committee member who is formally considering employment with the okra project must submit a written request for a temporary leave of absence to the secretary of the okra project's board, c/othe okra project's office, indicating the time period of the leave. The secretary of the okra project} will inform the chair of the board of such a request. The chair will bring the request to the board for action. The request and any action taken shall be reflected in the official minutes of the okra project. 4. An interested board member, officer, or staff member shall not participate in any discussion or debate of the board of directors, or of any committee or subcommittee thereof in which the subject of discussion is a contract, transaction, or situation in which there may be a perceived or actual conflict of interest. However, they may be present to provide clarifying information in such a discussion or debate unless objected to by any present board or committee member. 5. Anyone in a position to make decisions about spending the okra project's resources (i.e., transactions such as purchases contracts) who also stands to benefit from that decision has a duty to disclose that conflict as soon as it arises (or becomes apparent); s/he should not participate in any final decisions. 6. A copy of this policy shall be given to all board members, staff members, volunteers or other key stakeholders upon commencement of such person's relationship with the okra project or at the official adoption of stated policy. Each board member, officer, staff member, and volunteer shall sign and date the policy at the beginning of her/his term of service or employment and each year thereafter. Failure to sign does not nullify the policy. 7. This policy and disclosure form must be filed annually by all specified parties. The executive director monitors the conflict of interest policy and contacts their legal counsel on a case by case basis to enforce it.”

“When dominique morgan was executive director, she set her own salary. She has been replaced and the independent members of the board of directors set the compensation of the executive director based on comparability data.”

“Documents available upon request.”