Conflict of Interest
Article I: Purpose
The purpose of the conflict of interest policy is to benefit the San Antonio Apartment Association, Inc., a Texas Non-Profit Corporation’s (the “Corporation”), interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or director of the Corporation or might result in a possible excess benefit transaction. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit organizations.
Article II: Definitions
Interested Person – Any Board member or member with board-delegated powers, or employee who has a direct or indirect financial interest (as defined in Section 2) or duality of interest (as defined in Section 3), is an interested person.
Financial Interest – If a member of the governing body or any committee thereof has a financial interest conflicting with the interest of the Corporation in any manner (such as whether to enter into a contract with such individual or with an organization with which such individual is associated), then the individual must bring the conflict to the attention of the other members and refrain from deliberating or voting in any decision with respect to the matter. A person has financial interest if the person has, directly or indirectly, through business, investment, or family:
An ownership or investment interest in any entity with which the Corporation has a transaction or arrangement, or
A compensation arrangement with the Corporation or with any entity or individual with which the Corporation has a transaction or arrangement, or
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 substantial in nature.
A financial interest is not necessarily a conflict of interest. Under Article III, Section 2,
a person who has a financial interest may have a conflict of interest only if the appropriate board or committee decides that a conflict of interest exists.
Duality of Interest – A duality of interest exists when a Board member or member with board-delegated powers, or employee of the Corporation is affiliated with an organization seeking to request a grant from the Corporation. Such affiliation exists if the person is a director, officer, or employee of the organization, or has an unofficial role such as significant donor, volunteer, advocate, or advisor.