Haltom City Impact Girls KickballOne League • One Sisterhood • One LegacyGovernance
League documents
The rules the league runs on — bylaws and policies, published by the Board. Open any document to read it in full.
Conflict of Interest Policy
Haltom City Little Miss Kickball
1. PURPOSE
The purpose of this policy is to protect the Corporation's interests when it is considering a transaction, arrangement, or decision that may benefit the private interest of a director, officer, committee member, or other person in a position of substantial influence over the Corporation. This policy is intended to supplement, not replace, applicable federal and Texas law.
2. INTERESTED PERSON
An “Interested Person” is a director, officer, or member of a committee with Board-delegated powers who has a direct or indirect Financial Interest, as defined below.
3. FINANCIAL INTEREST
A person has a Financial Interest if the person, directly or indirectly, through business, investment, or family:
- has an ownership or investment interest in an entity with which the Corporation has a transaction or arrangement;
- has a compensation arrangement with the Corporation or with an entity or individual with which the Corporation has a transaction or arrangement; or
- has a potential ownership, investment, or compensation interest in an entity or individual with which the Corporation is negotiating a transaction or arrangement.
A Financial Interest is not necessarily a conflict of interest. A conflict exists only if the Board or appropriate committee determines that a conflict exists.
4. DUTY TO DISCLOSE
An Interested Person shall disclose the existence and material facts of any actual or potential Financial Interest before the Board or committee considers the relevant matter.
5. DETERMINING WHETHER A CONFLICT EXISTS
After disclosure and any questions, the Interested Person shall leave the meeting while the potential conflict is discussed and voted upon. The remaining disinterested directors or committee members shall determine whether a conflict exists.
6. PROCEDURES FOR ADDRESSING A CONFLICT
The chair may appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.
The disinterested directors shall determine whether the Corporation can obtain a more advantageous arrangement with reasonable efforts under circumstances that would not create a conflict.
If a more advantageous arrangement is not reasonably available, the disinterested directors shall determine by majority vote whether the transaction or arrangement is in the Corporation's best interests, for its own benefit, fair and reasonable, and consistent with its charitable purposes.
The Interested Person shall not vote on the matter.
7. VIOLATIONS
If the Board or committee has reasonable cause to believe a person failed to disclose an actual or potential conflict, it shall inform the person of the basis for that belief and allow the person an opportunity to explain. If the Board or committee determines that a failure to disclose occurred, it may take appropriate corrective action.
8. MINUTES
The minutes shall identify the person who disclosed or was found to have a Financial Interest, describe the nature of the interest, record the determination regarding whether a conflict existed, and reflect the names of persons present for discussions and votes and the result of the vote.
9. COMPENSATION MATTERS
A voting member of the Board or a committee who receives compensation from the Corporation for services shall not vote on matters pertaining to that person's compensation. Nothing in this section prohibits the person from providing information requested by the Board.
10. ANNUAL STATEMENTS
Each director and officer shall annually sign a statement affirming that the person has received, read, understands, and agrees to comply with this policy; understands that the Corporation is intended to operate for charitable and educational purposes; and agrees to disclose actual or potential conflicts promptly.
11. PERIODIC REVIEWS
The Board shall periodically review compensation arrangements, partnerships, joint ventures, and other significant arrangements as appropriate to ensure that the Corporation operates consistently with its charitable purposes and does not confer impermissible private benefit.
ADOPTION
Adopted by the Board of Directors of Haltom City Little Miss Kickball.