Pride Houston® By-Laws 11.03.2015 | Page 14

Pride Houston ® By -­‐ Laws Voted in November 03 , 2015
responsibility . The focus of this program is to contribute financially to the Corporation , primarily through fund raising or direct payment .
14
6.02 Give or Get Commitment The Give or Get commitment is specified as a dollar amount of twelve hundred dollars ($ 1,200.00 ) per director as a goal of funds to be raised . Directors are expected to give to the best of their means to fulfill their commitment by the end of the fiscal year . The Chief Financial Officer will assist by sending out periodic statements of individual Director ’ s status . The board may work together or individually to create and / or coordinate events to raise the Give or Get commitment . Any events created to meet the Give or Get commitment goal shall not funded by the Corporation , or sue any resources that may interfere with the Corporation event ( s ).
ARTICLE 7 . – CODE OF ETHICS
The Corporation and its Directors and Employees will comply with the following Code in all of their actions . As long as the Corporation is in existence , no director , officer or employee of the Corporation shall : a . Do any act in violation of these Bylaws or a binding obligation of the Corporation ; b . Do any act with the intention of harming the Corporation or any of its operations ; c . Do any act that would make it unnecessarily difficult to carry on the intended or ordinary core business of the Corporation . Core business is defined as business specifically related to the Festival , Parade or Volunteers . d . Receive an improper personal benefit from the operation of the Corporation ; e . Use the assets of this Corporation , directly or indirectly , for any purpose other than carrying on the business of this Corporation ; f . Wrongfully transfer or dispose of Corporation property , including intangible property such as goodwill ; g . Use the name of the Corporation ( or any substantially similar name ) or any trademark or trade name adopted by the Corporation , except on behalf of the Corporation in the ordinary course of the Corporation ’ s mission ; and h . Convicted of any criminal offense ( excluding traffic violations not chargeable as felonies ) involving dishonesty , fraud , theft , embezzlement or sexual misconduct , or which materially impacts such officer ’ s performance as an officer of the Corporation or reflects poorly on the Corporation ; i . Conduct any act ( s ) that will violate the Code of Conduct Policy . Please see the Policy & Procedure Manual for further details .
ARTICLE 8 . – CONFLICTS OF INTEREST
8.01 Personal Interests The Directors of the Corporation owe a duty of loyalty to the Corporation which requires that in serving the Corporation they act , not in their personal interests or in the interests of others , but rather solely in the interests of the Corporation . Directors must have undivided allegiance to the Corporation ’ s mission and may not use their positions as Directors , information they have about the Corporation , or the Corporation ’ s property , in a manner that allows them to secure a pecuniary benefit for themselves , their relatives or co -­‐ habitants ( For the purpose of this policy . Relative means spouse / partner , parents , siblings , children , grandchildren , the spouses of children and grandchildren , and any other blood relative , if the latter resides in the same household .)
8.02 Business Transactions Business transactions of the Corporation in which a Director has an interest shall not be prohibited , but they shall be subject to close scrutiny . Such proposed transactions shall be reviewed carefully to determine that they are in the best interests of the Corporation and that they will not lead to conflict of interest . For the purposes of this policy , a Director has an interest in a proposed transaction if he / she has a substantial financial interest in it , or has a substantial financial interest in any organization involved in the proposed transaction , or holds a position as trustee , director , general manager , or principal officer in any such organization . Prior to the start of any negotiations , or consideration of any project by the organization , Directors are expected to make full disclosure to