Conflict of Interest Policy

Adopted: March 2026 | Last Reviewed: March 2026

Purpose

Animal-Angels Foundation (AAF) depends on the trust of donors, partners, and the communities we serve. This policy protects that trust by ensuring that the personal interests of board members, officers, employees, and key volunteers do not conflict with the interests of the organization. It also satisfies the IRS requirements for tax-exempt organizations under Section 501(c)(3).

Who This Applies To

This policy applies to all board members, officers, employees, committee members, and any volunteer or consultant with decision-making authority or access to confidential organizational information. These individuals are referred to throughout this policy as "covered persons."

What Constitutes a Conflict of Interest

A conflict of interest exists when a covered person has a direct or indirect financial interest, personal relationship, or outside commitment that could influence, or appear to influence, their judgment or actions on behalf of AAF. This includes situations where a covered person or their family member stands to benefit financially from a transaction, contract, or decision involving AAF.

A conflict does not have to be actual to be a problem. The appearance of a conflict can be just as damaging to AAF's credibility. When in doubt, disclose.

Examples of Potential Conflicts

A board member's company is being considered as a vendor for AAF services. A staff member's family member applies for a position at AAF or at a partner organization where AAF has influence. A board member has a financial interest in a veterinary clinic that is being considered as an AWRN partner. A covered person receives a personal gift, loan, or favor from a current or prospective donor, sponsor, or vendor. A covered person serves on the board of another animal welfare organization that competes with AAF for the same funding sources.

Disclosure Requirements

Every covered person must complete an annual Conflict of Interest Disclosure Form identifying any relationships, affiliations, or financial interests that could create a conflict. Disclosures must be updated within 30 days whenever a new potential conflict arises during the year. All disclosures are reviewed by the Board of Directors or a designated governance committee.

Procedures for Addressing Conflicts

1. The covered person must disclose the conflict or potential conflict to the Board before any discussion or vote on the matter.

2. The covered person must leave the room during the board's discussion and vote on the matter, unless the Board requests information from the person before deliberating.

3. The Board will determine whether a conflict exists and, if so, what action is appropriate. The Board may approve the transaction if it determines, after due diligence, that the transaction is fair, reasonable, and in AAF's best interest.

4. The Board's decision, including the basis for the decision and any conditions imposed, will be documented in the meeting minutes.

5. If the Board determines that a covered person has failed to disclose a conflict, the Board may take corrective action, up to and including removal from the board, termination of employment, or termination of the volunteer or consulting relationship.

Compensation Decisions

Any covered person who receives compensation from AAF (salary, contract payments, stipends, or other financial benefit) must be absent from any board or committee discussion and vote related to their compensation. Compensation decisions must be based on comparable data and documented in writing.

Annual Compliance

Each covered person must sign this policy and complete the Conflict of Interest Disclosure Form upon joining AAF and annually thereafter. The Board will review all disclosures at least once per year and address any identified conflicts.

Records

All signed policies, disclosure forms, and records of Board decisions related to conflicts of interest will be maintained by AAF for a minimum of seven years.