Conservacion Patagonica

“One of the directors is an employee of a business owned by two of the directors who are husband and wife.”

“The board reviews draft of the form 990 and provides any comments or changes before form 990 is filed.”

“A potential conflict of interest arises whenever the organization contemplates a decision involving a vendor, consultant, or grantee with which a director or employee is affiliated. Affiliation means the close involvement with a vendor, consultant, or grantee on the part of (a) a director or officer of the organization, (b) an employee of the organization, or (c) the spouse or equivalent, parents, or children of a director, officer, or employee. Affiliation includes, but is not limited to: (1) doing business as a director, officer, employee, or consultant to the grantee, consultant, or vendor; (2) doing business with the grantee, consultant or vendor; or (3) owning an interest in such consulting firm or vendor.to facilitate the disclosure of affiliations, each director and employee complete and provide to the secretary of the organization, an affiliated party disclosure form by january 31 of each year. An individual who joins the organization as a director or employee after january 31 shall submit a complete affiliated party disclosure form to the secretary within one week of assuming that position. An employee who is affiliated with a prospective vendor, consultant, or grantee shall abstain from participating in any decision involving that vendor, consultant, or grantee. A director who is affiliated with a prospective vendor, consultant or grantee shall abstain from voting with regard to any transaction between the organization and that person. Unless the board of directors decides otherwise, however, a director who has disclosed such affiliation is not required to leave the board room or to refrain from participating in any board discussion concerning the prospective vendor, consultant, or grantee. The organization may engage in a transaction to award funds or to contract with a grantee, consultant, or vendor with whom a director or employee is affiliated, only if the following conditions are met prior to the transaction: (a) the affiliated person shall disclose to the board of directors all material facts concerning the affiliation; (b) the affiliated person, members of the person's family, and business enterprises of the affiliated person do not have an interest in the proposed transaction which constitutes direct or indirect self-dealing under irc section 4941; (c) the board of directors shall review the material facts. The transaction may be approved only if a majority of the directors, not counting the vote of any director who is an affiliated person with regard to this transaction, concludes that: (1) the proposed transaction is fair and reasonable to the organization; (2) the organization proposes to engage in this transaction for its own purposes and benefits, and not for the benefit of the affiliated person; (3) the proposed transaction is the most beneficial arrangement which the organization could obtain in the circumstances with reasonable effort; and (4) the proposed transaction does not constitute direct or indirect self-dealing under irc section 4941. If a director or an employee owns an interest in a consulting firm or vendor and the organization intends to engage in a transaction with the consulting firm or vendor, the organization may condition such transaction on the divestiture by the director or employee of their ownership interest.”

“The audited financial statements, governing/organizing documents, and conflict of interest policy are all available upon request and can be emailed or mailed to requestor.”

“One of the board members was compensated for her services as an employee of the organization.”