Rainforest Alliance Conflict of Interest Policy

(As Adopted by Board on November 30, 1999)

A conflict of interest may exist when the interests or concerns of any director, officer or staff member of the Rainforest Alliance, or said person's immediate family, or any individual, group or organization to which said person has allegiance, may be seen as competing with or in conflict with the interests or concerns of the Alliance. For officers and staff members, any such actual or potential conflicts of interest shall be disclosed to the Executive Director.

For Directors, any such actual or potential conflicts of interest shall be disclosed to the Board of Directors. If any such disclosed conflict is relevant to a matter requiring action by the Board of Directors, the interested director shall retire from the room in which the board (or its committee) is meeting, and shall not participate in the final deliberation regarding such matter and shall not vote on the matter. However, the interested director shall provide the Board with all relevant information on the matter.

The minutes of any board meeting where a conflict has been disclosed shall reflect that the conflict of interest was disclosed and that the interested director did not vote. When there is doubt as to whether a conflict of interest exists, the matter shall be resolved by a vote of the Board of Directors, excluding the vote of the interested director.

A copy of this conflict of interest statement, along with a conflict of interest disclosure statement, shall be furnished annually to each director, officer, and staff member who is presently serving this organization. Any new directors, officers or staff members shall be advised of the policy and furnished a disclosure statement upon undertaking the duties of such office.