Board of Directors Confidentiality and Conflict of Interest Policy and Disclosure Form

Confidentiality and Conflict of Interest Policy and Disclosure Form

Confidentiality

As a member of the Board, I recognize that I owe a fiduciary duty of care to Civitan International, including a duty of confidentiality. By signing the form below, I confirm that all information and documentation I receive from Civitan International and others in connection with my service on the Board will be treated with strict confidentiality. Neither the contents nor the existence of this information or documentation will be shared with anyone other than the officers, directors, employees, and authorized agents of Civitan International. I will direct any questions regarding my confidentiality obligations to the President or Executive Vice President.

Conflicts of Interest(Required)

As a member of the Board, I recognize that I owe a fiduciary duty of loyalty to Civitan International. This duty requires me to avoid conflicts of interest and to always act in the best interests of Civitan International. The purpose of the conflicts of interest policy (set forth below) is to help inform the Board about what constitutes a conflict of interest, assist the Board in identifying and disclosing actual and potential conflicts, and help ensure the avoidance of conflicts of interest where necessary. This policy may be enforced against individual Board members as described below:

1. Board members have a fiduciary duty to conduct themselves without conflict with the interests of Civitan International. In their capacity as Board members, they must subordinate personal, individual business, third-party, and other interests to the welfare and best interests of Civitan International.

2. A conflict of interest is conduct, a transaction, or a relationship that presents, or could reasonably be conceived to present, a conflict with a Board member’s obligations owed to Civitan International and the Board member’s personal, business, or other interests.

3. All conflicts of interest are not necessarily prohibited or harmful to Civitan International. However, full disclosure of all actual and potential conflicts, and a determination by the disinterested Board (or the Executive Committee) members, with the interested Board member(s) recused from participating in debates and voting on the matter, is required.

4. All actual and potential conflicts of interest shall be disclosed by Board members to Civitan International’s Executive Committee through this annual disclosure form and/or to the Board whenever a conflict arises. Disinterested members of the Executive Committee shall determine whether a prohibited conflict exists and what subsequent action is appropriate (if any). The Executive Committee shall inform the Board of such determination and action. The Board shall retain the right to modify or reverse such determination and action, and shall retain the ultimate enforcement authority with respect to the interpretation and application of this policy.

5. On an annual basis, all Board members shall be provided with a copy of this policy and required to complete and sign the acknowledgment and disclosure form below. All completed forms shall be provided to and reviewed by the Executive Committee, as well as all other conflict information, if any, provided by Board members.

I have read the Conflict of Interest

Conflicts Of Interest Acknowledgment And Disclosure Form

I have read the conflicts of interest policy set forth above and agree to always comply fully with its terms and conditions during my service as a Civitan International Board member. If at any time following the submission of this form, I become aware of any actual or potential conflicts of interest, or if the information provided below becomes inaccurate or incomplete, I will promptly notify the Executive Committee in writing.

Disclosure of Actual or Potential Conflicts of Interest(Required)

Please list below any relationships, transactions, positions you hold (volunteer or paid), or circumstances you believe could contribute to an actual or potential conflict of interest. If none, please write ‘None.’

Name(Required)

First Last

Date(Required)