Conflict of Interest Policy

Article I — Purpose

The purpose of this policy is to protect the interests of Spiritual Results (the "Church") when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an elder, officer, trustee, or minister of the Church, or might result in a possible excess benefit transaction. This policy supplements but does not replace any applicable state and federal laws governing conflicts of interest applicable to religious and charitable organizations.

Article II — Definitions

1. Interested person. Any elder, officer, trustee, or minister of the Church, or any member of the family of such a person, who has a direct or indirect financial interest, as defined below.

2. Financial interest. A person has a financial interest if the person has, directly or indirectly, through business, investment, or family: (a) an ownership or investment interest in any entity with which the Church has a transaction or arrangement; (b) a compensation arrangement with the Church or with any entity or individual with which the Church has a transaction or arrangement; or (c) a potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the Church is negotiating a transaction or arrangement. Compensation includes direct and indirect remuneration as well as gifts or favors that are not insubstantial. A financial interest is not necessarily a conflict of interest; under Article III, a person who has a financial interest may have a conflict of interest only if the Council decides that a conflict exists.

3. Family. Spouse, domestic partner, ancestors, siblings, children, grandchildren, and the spouses of any of them.

Article III — Procedures

1. Duty to disclose. In connection with any actual or possible conflict of interest, an interested person must disclose the existence of the financial interest and be given the opportunity to disclose all material facts to the elders considering the proposed transaction or arrangement.

2. Determining whether a conflict exists. After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he or she shall leave the meeting while the determination of a conflict of interest is discussed and voted upon. The remaining disinterested elders shall decide if a conflict of interest exists.

3. Procedures for addressing the conflict. (a) An interested person may make a presentation to the Council, but after the presentation shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest. (b) The chair shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement. (c) After exercising due diligence, the Council shall determine whether the Church can obtain with reasonable efforts a more advantageous transaction or arrangement from a person or entity that would not give rise to a conflict of interest. (d) If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the Council shall determine by a majority vote of the disinterested elders whether the transaction or arrangement is in the Church's best interest, for its own benefit, and whether it is fair and reasonable. In conformity with that determination it shall make its decision as to whether to enter into the transaction or arrangement.

4. Violations. If the Council has reasonable cause to believe a person has failed to disclose an actual or possible conflict of interest, it shall inform the person of the basis for that belief and afford the person an opportunity to explain the alleged failure to disclose. If, after hearing the response and making further investigation as warranted, the Council determines the person has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.

Article IV — Records of proceedings

The minutes of the Council shall contain: (a) the names of the persons who disclosed or otherwise were found to have a financial interest in connection with an actual or possible conflict of interest, the nature of the financial interest, any action taken to determine whether a conflict of interest was present, and the Council's decision as to whether a conflict of interest in fact existed; and (b) the names of the persons who were present for discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction or arrangement, and a record of any votes taken in connection with the proceedings.

Article V — Compensation

(a) A voting elder who receives compensation, directly or indirectly, from the Church for services is precluded from voting on matters pertaining to that compensation. (b) A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the Church for services is precluded from voting on matters pertaining to that compensation. (c) No person described in (a) or (b) is prohibited from providing information to the Council or any committee regarding compensation.

Article VI — Annual statements

Each elder, officer, trustee, and minister shall annually sign a statement affirming that the person (a) has received a copy of this policy, (b) has read and understands it, (c) agrees to comply with it, and (d) understands that the Church is religious and, in order to maintain its federal tax exemption, must engage primarily in activities which accomplish one or more of its tax-exempt purposes.

Article VII — Periodic reviews

To ensure the Church operates in a manner consistent with its religious purposes and does not engage in activities that could jeopardize its tax-exempt status, the Council shall conduct periodic reviews, at least annually, of: (a) whether compensation arrangements and benefits are reasonable, based on competent survey information, and the result of arm's-length bargaining; and (b) whether arrangements with other organizations and individuals conform to the Church's written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further religious purposes, and do not result in inurement, impermissible private benefit, or an excess benefit transaction.

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Adopted by the Council of Elders on [DATE].

Annual Statement

I, [Name], affirm that I have received a copy of the Conflict of Interest Policy of Spiritual Results, that I have read and understand it, that I agree to comply with it, and that I understand that the Church is religious and must engage primarily in activities that accomplish its tax-exempt purposes in order to maintain its federal tax exemption.

Disclosures (or "none"): ______________________________________