Conflict of Interest Policy

1. Purpose

BiftuSpark is a public charity. Its assets and decisions must serve the charitable mission, not the personal or financial interests of any individual connected to the organization. This policy establishes the process for identifying conflicts of interest, disclosing them, and removing conflicted individuals from affected decisions so that our choices are made on the merits.

This policy is designed to comply with the requirements of the U.S. Internal Revenue Service for 501(c)(3) public charities and to meet the governance standards used by Charity Navigator and Candid in their accountability assessments.

2. Who this policy covers

This policy applies to all of the following:

• All members of the BiftuSpark board of directors
• The executive director or any staff member with authority over financial decisions, vendor selection, or contracts
• Any committee member, advisor, or consultant with authority over organizational decisions

These individuals are referred to in this policy as covered persons.

3. What is a conflict of interest

A conflict of interest exists when a covered person has a personal, financial, or family interest that could, or could appear to, influence their judgment on a BiftuSpark decision. A conflict does not require actual wrongdoing. The appearance of a conflict is enough to trigger this policy.

Examples of conflicts of interest include:

• A board member who owns or works for a vendor BiftuSpark is considering hiring
• A staff member who recommends a grant or contract to an organization where a family member holds a paid position
• A board member who stands to receive a financial benefit from a decision BiftuSpark is voting on
• A covered person who has a personal relationship with a job candidate they are helping to evaluate
• A covered person who receives gifts, payments, or benefits from a vendor, partner, or applicant in connection with BiftuSpark business

When a covered person is unsure whether a situation constitutes a conflict, they should disclose it and let the rest of the board or leadership determine how to proceed.

4. Annual disclosure

Each covered person must complete and sign a Conflict of Interest Disclosure Form at the start of each calendar year, or at the time they join the board or staff if mid-year. The form asks the covered person to identify:

• Any business, financial, or family relationship they have with a current or likely vendor, funder, partner, or contractor of BiftuSpark
• Any outside position - paid or unpaid - that could create a conflict with their BiftuSpark role
• Any gifts or benefits received from a party that does or seeks to do business with BiftuSpark

Completed disclosure forms are retained by the board chair or designated officer and reviewed annually. If a new conflict arises between annual disclosures, the covered person must disclose it promptly, without waiting for the next scheduled cycle.

5. What happens when a conflict is disclosed

When a covered person discloses a conflict, or when another board or staff member identifies one, the following steps apply:

• The conflicted person discloses the interest to the board or decision-making group at the start of the relevant discussion. The disclosure is recorded in the meeting minutes.
• The conflicted person leaves the room (or exits the relevant portion of any call or written deliberation) before any discussion or vote related to the conflict takes place. They do not participate in the decision in any capacity - including lobbying other members before the vote.
• The remaining members determine whether a conflict exists and proceed to evaluate the matter on the merits, without the conflicted person present.
• The decision and the recusal are recorded in the board minutes, including who disclosed the conflict, who was recused, and how the remaining members voted.

If a conflicted person fails to disclose a conflict and it is later identified, the board will review any decision made while the conflict was undisclosed and determine whether corrective action is required.

6. Transactions with conflicted parties

BiftuSpark will not enter into a contract, grant, or financial arrangement with a covered person or a party in which a covered person has a material interest, unless:

• The conflict has been disclosed in advance
• The conflicted person has been recused from the decision
• The remaining board members have determined that the arrangement is fair, reasonable, and in the organization's interest
• The decision and its rationale are recorded in board minutes

7. Compensation decisions

No board member or staff member may participate in a decision about their own compensation. Compensation for any covered person must be approved by board members who have no financial interest in the outcome.

8. Record-keeping

BiftuSpark will retain the following records related to this policy:

• Signed annual disclosure forms from all covered persons
• Board meeting minutes documenting any disclosed conflicts, recusals, and votes
• Records of any transaction approved under Section 6, including the rationale for approval

These records will be retained for a minimum of seven years and made available to the IRS, state regulators, or the board on request.

9. Consequences of non-compliance

A covered person who fails to disclose a known conflict, participates in a decision they should have been recused from, or provides false information on their disclosure form may be subject to removal from the board or termination of their role with BiftuSpark. The board will review any decision affected by the undisclosed conflict and take corrective action as appropriate.

10. Annual review

We review this policy annually and update it as needed to reflect changes in our size, structure, or governance requirements. The version number and effective date are at the bottom of this page.

Send questions about this policy to info@biftuspark.org.

BiftuSpark Conflict of Interest Policy
Legal name: Biftuspark Inc.
Version 1.0 - effective 2026. Reviewed annually by the board.