Conflict of Interest Policy

Summary of governance protocols set out in Vedavarsity Foundation's Bylaws.

Vedavarsity Foundation is committed to ensuring that decisions are made in the best interests of the organization and its mission, free from undisclosed personal or financial interests. This page summarizes the conflict of interest provisions in our Bylaws; the Bylaws themselves govern in the event of any inconsistency.

Disclosure obligation

A director or officer who has a direct or indirect material interest in a contract, transaction, or matter before the Board must disclose the nature and extent of that interest at the meeting where it is considered, or as soon as the interest arises.

Recusal from voting

A director or officer with a disclosed conflict does not vote on the matter and, except where the Board determines their presence is needed to answer questions, withdraws from the discussion. In no case are they present for the vote itself.

Recording of disclosures

All disclosures and recusals are recorded in the minutes of the relevant meeting. Contracts or transactions involving a conflicted director or officer must be approved by the remaining disinterested directors and must be fair and reasonable to the organization.

Ongoing or pervasive conflicts

Where a director's conflict is ongoing rather than a single transaction, the Board may require additional safeguards, such as removing that director from related decision-making entirely, to ensure the organization's interests are protected.

Related-party transactions

Any arrangement between the organization and a member, director, or officer must be on terms no more favourable than an equivalent arm's-length arrangement, and is subject to the disclosure requirements above.

Reporting a concern

If you believe a conflict of interest has not been properly disclosed or managed, please contact us at contact@vedavarsityfoundation.com.