Corporate Relations

 

PHILOSOPHY

Corporate relations enable us to fulfill the organization’s mission by diversifying revenue sources. To accomplish this, Lucy’s Warriors Foundation Ltd. (DBA LWF) commits to soliciting and maintaining corporate relations that meet high ethical standards.

 

OPERATING GUIDELINES

These operating guidelines describe the processes and procedures to be followed by Lucy’s Warriors Foundation Ltd. DBA LWF team in soliciting, implementing, and maintaining corporate relationships.

 

CORPORATE SUPPORT

LWF will entertain the following corporate relationships:

• Financial and/or in-kind support in the form of grants and/or sponsorships for programs, educational and communications vehicles (i.e., conferences, videos, podcasts, publications and collaborative initiatives).

• Financial and/or in-kind support in the form of grants and/or sponsorships for fundraising purposes.

• Strategic alliances that provide improved services for our community.

• Cause-related marketing.

• Health message promotion.

• Financial grants and/or professional support for research.

GENERAL PRINCIPLES

LWF will not endorse any corporation or product, nor will it allow a corporation’s interest to factor into its decision-making process. All unrestricted grants and/or sponsorships received by LWF will acknowledge and recognize the contributing corporate donor, not the company’s product (i.e. specific drug). In exchange for contributions, LWF will allow standard recognition to include, but not be limited to, items such as signage and acknowledgement in our publications. Additional types of recognition will be considered on a case-by-case basis, based on the type of funding or opportunity presented. LWF will not accept grants that may adversely affect its nonprofit status.

 

Revenue generated through corporations will be used to advance the mission of LWF in accordance with the strategic plan. LWF will maintain complete control of the development and implementation of all content and materials related to web content, guides, educational conferences, and materials and all research conducted by LWF. Corporations providing sponsorships for family and research conferences or symposia will not influence conference content or selection of speakers. LWF will maintain control and discretion over all corporate funds received and will ensure compliance with related grant agreements.

 

CRITERIA FOR EVALUATING CORPORATE RELATIONSHIPS

Inclusion

• ethical business practices

• safe products and/or services

• customer service and satisfaction

• employee health and well-being

• community service

• financial stability

• a focus on reaching LWF’s primary audiences

• existing communication channels that reach key audiences

• a favorable image among key audiences

• a history of creating long-term partnerships with nonprofit organizations or an interest in doing so

• companies with a nationwide presence

Exclusions

• companies providing products or services that could be perceived as dangerous, unhealthy, or environmentally unsafe (e.g., firearms, chemical agents, extreme sports equipment, etc.)

• companies with unfavorable reputations in the marketplace

• alcohol and tobacco companies (this exclusion may or may not extend to otherwise qualified subsidiaries.)

• companies with negative press

SCREENING

At the outset, each proposed corporate relationship will be evaluated to determine whether it meets the criteria in this policy. In addition, each proposal will be evaluated considering LWF’s goals, strategies, priorities and policies; net benefits to LWF; risks; availability of resources; timelines; proper control and implementation; and evaluation. Sufficient time must be planned for LWF’s usual and customary review and approval processes.

 

WRITTEN AGREEMENT

Once the components of the corporate relationship have been finalized, the Executive Director shall ensure that a written agreement is prepared that includes all the elements specified in the board-approved Corporate Relationships Policy. The written agreement will be reviewed and approved by the Executive Director prior to execution and implementation. LWF may also submit the written agreement for review by legal counsel. The written agreement will be signed by the Executive Director. As specified in the written agreement, LWF

retains complete control of and right of approval over all content related to the project or event. Likewise, LWF must approve all uses of its name/logo and identifying marks.

 

Advertisements, promotional materials and any health messages should be reviewed and approved in advance by the Executive Director. The commercial message must be visually/audibly separate from the LWF identification.

There must be a clear scientific basis for the message. The corporation’s materials–including text, graphics and the combination of the two–cannot suggest or reasonably imply an endorsement or recommendation by LWF, or a message or impression other than that approved by LWF.

 

DISCLOSURE

The Executive Director will ensure that corporate contributions are disclosed according to the methods and timeframe specified.

 

Approved by the Board of Directors on August 21, 2024

 

ARTICLE 9 CONFLICT OF INTEREST AND COMPENSATION APPROVAL POLICIES SECTION 1. PURPOSE OF CONFLICT OF INTEREST POLICY

The purpose of this conflict of interest policy is to protect this tax-exempt corporation’s interest when it is contemplating entering into a transaction or arrangement that might benefit the private interest of an officer or director of the corporation or any “disqualified person” as defined in Section 4958(f)(1) of the Internal Revenue Code and as amplified by Section 53.4958-3 of the IRS Regulations and which might result in a possible “excess benefit transaction” as defined in Section 4958(c)(1)(A) of the Internal Revenue Code and as amplified by Section 53.4958 of the IRS Regulations. This policy is intended to supplement but not replace any applicable state and federal laws governing conflict of interest applicable to nonprofit and charitable organizations.

 

SECTION 2. DEFINITIONS

 

1. Interested Person.

 

Any director, principal officer, member of a committee with governing board delegated powers, or any other person who is a “disqualified person” as defined in Section 4958(f)(1) of the Internal Revenue Code and as amplified by Section 53.4958-3 of the IRS Regulations, who has a direct or indirect financial interest, as defined below, is an interested person.

 

1. Financial Interest.

 

A person has a financial interest if the person has, directly or indirectly, through business, investment, or family:

 

(1) an ownership or investment interest in any entity with which the corporation has a transaction or arrangement, (2) a compensation arrangement with the corporation or with any entity or individual with which the corporation has a transaction or arrangement, or (3) a potential ownership or investment interest in, or compensation arrangement with, any entity or individual with which the corporation 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 Section 3, paragraph b, a person who has a financial interest may have a conflict of interest only if the appropriate governing board or committee decides that a conflict of interest exists.

 

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 directors and members of committees with governing board delegated powers considering the proposed transaction or arrangement.

 

1. Determining Whether a Conflict of Interest Exists.

 

After disclosure of the financial interest and all material facts, and after any discussion with the interested person, he/she shall leave the governing board or committee meeting while the determination of a conflict of interest is discussed and voted upon. The remaining board or committee members shall decide if a conflict of interest exists.

 

1. Procedures for Addressing the Conflict of Interest.

 

An interested person may make a presentation at the governing board or committee meeting, but after the presentation, he/she shall leave the meeting during the discussion of, and the vote on, the transaction or arrangement involving the possible conflict of interest.

 

The chairperson of the governing board or committee shall, if appropriate, appoint a disinterested person or committee to investigate alternatives to the proposed transaction or arrangement.

 

After exercising due diligence, the governing board or committee shall determine whether the corporation 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.

 

If a more advantageous transaction or arrangement is not reasonably possible under circumstances not producing a conflict of interest, the governing board or committee shall determine by a majority vote of the disinterested directors whether the transaction or arrangement is in the corporation’s best interest, for its own benefit, and whether it is fair and reasonable. In conformity with the above determination, it shall make its decision as to whether to enter into the transaction or arrangement.

 

1. Violations of the Conflicts of Interest Policy.

 

If the governing board or committee has reasonable cause to believe a member has failed to disclose actual or possible conflicts of interest, it shall inform the member of the basis for such belief and afford the member an opportunity to explain the alleged failure to disclose.

 

If, after hearing the member’s response and after making further investigation as warranted by the circumstances, the governing board or committee determines the member has failed to disclose an actual or possible conflict of interest, it shall take appropriate disciplinary and corrective action.

 

SECTION 4. RECORDS OF BOARD AND BOARD COMMITTEE PROCEEDINGS

The minutes of meetings of the governing board and all committees with board delegated powers shall contain:

 

1. 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 governing board’s or committee’s decision as to whether a conflict of interest in fact existed.

 

1. 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.

 

SECTION 5. COMPENSATION APPROVAL POLICIES

 

A voting member of the governing board who receives compensation, directly or indirectly, from the corporation for services is precluded from voting on matters pertaining to that member’s compensation.

 

A voting member of any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the corporation for services is precluded from voting on matters pertaining to that member’s compensation.

 

No voting member of the governing board or any committee whose jurisdiction includes compensation matters and who receives compensation, directly or indirectly, from the corporation, either individually or collectively, is prohibited from providing information to any committee regarding compensation.

 

When approving compensation for directors, officers and employees, contractors, and any other compensation contract or arrangement, in addition to complying with the conflict of interest requirements and policies contained in the preceding and following sections of this article as well as the preceding paragraphs of this section of this article, the board or a duly constituted compensation committee of the board shall also comply with the following additional requirements and procedures:

 

1. the terms of compensation shall be approved by the board or compensation committee prior to the first payment of compensation.

 

1. all members of the board or compensation committee who approve compensation arrangements must not have a conflict of interest with respect to the compensation arrangement as specified in IRS Regulation Section 53.4958-6(c)(iii), which generally requires that each board member or committee member approving a compensation arrangement between this organization and a “disqualified person” (as defined in Section 4958(f)(1) of the Internal Revenue Code and as amplified by Section 53.4958-3 of the IRS Regulations):

 

1. is not the person who is the subject of compensation arrangement, or a family member
   

 

of such person;

1. is not in an employment relationship subject to the direction or control of the person who is the subject of compensation arrangement
2. does not receive compensation or other payments subject to approval by the person who is the subject of compensation arrangement
3. has no material financial interest affected by the compensation arrangement; and
4. does not approve a transaction providing economic benefits to the person who is the subject of the compensation arrangement, who in turn has approved or will approve a transaction providing benefits to the board or committee member.

 

1. the board or compensation committee shall obtain and rely upon appropriate data as to comparability prior to approving the terms of compensation. Appropriate data may include the following:

 

1. compensation levels paid by similarly situated organizations, both taxable and

tax-exempt, for functionally comparable positions. “Similarly situated” organizations are those of a similar size and purpose and with similar resources.

1. the availability of similar services in the geographic area of this organization
2. current compensation surveys compiled by independent firms
3. actual written offers from similar institutions competing for the services of the person who is the subject of the compensation arrangement.

 

As allowed by IRS Regulation 4958-6, if this organization has average annual gross receipts (including contributions) for its three prior tax years of less than $1 million, the board or compensation committee will have obtained and relied upon appropriate data as to comparability if it obtains and relies upon data on compensation paid by three comparable organizations in the same or similar communities for similar services.

 

1. the terms of compensation and the basis for approving them shall be recorded in written minutes of the meeting of the board or compensation committee that approved the compensation. Such documentation shall include:

 

1. the terms of the compensation arrangement and the date it was approved

 

1. the members of the board or compensation committee who were present during debate on the transaction, those who voted on it, and the votes cast by each board or committee member

 

1. the comparability data obtained and relied upon and how the data was obtained.

 

1. If the board or compensation committee determines that reasonable compensation for a specific position in this organization or for providing services under any other compensation arrangement with this organization is higher or lower than the range of comparability data obtained, the board or committee shall record in the minutes of the meeting the basis for its determination.
   

 

1. If the board or committee makes adjustments to comparability data due to geographic area or other specific conditions, these adjustments and the reasons for them shall be recorded in the minutes of the board or committee meeting.

 

1. any actions taken with respect to determining if a board or committee member had a conflict of interest with respect to the compensation arrangement, and if so, actions taken to make sure the member with the conflict of interest did not affect or participate in the approval of the transaction (for example, a notation in the records that after a finding of conflict of interest by a member, the member with the conflict of interest was asked to, and did, leave the meeting prior to a discussion of the compensation arrangement and a taking of the votes to approve the arrangement).

 

1. The minutes of board or committee meetings at which compensation arrangements are approved must be prepared before the later of the date of the next board or committee meeting or 60 days after the final actions of the board or committee are taken with respect to the approval of the compensation arrangements. The minutes must be reviewed and approved by the board and committee as reasonable, accurate, and complete within a reasonable period thereafter, normally prior to or at the next board or committee meeting following final action on the arrangement by the board or committee.

 

SECTION 6. ANNUAL STATEMENTS

 

Each director, principal officer, and member of a committee with governing board delegated powers shall annually sign a statement which affirms such person:

 

(a) has received a copy of the conflicts of interest policy, (b) has read and understands the policy, (c) has agreed to comply with the policy, and (d) understands the corporation is charitable and in order to maintain its federal tax exemption it must engage primarily in activities which accomplish one or more of its tax-exempt purposes.

 

SECTION 7. PERIODIC REVIEWS

 

To ensure the corporation operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status, periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects:

 

1. Whether compensation arrangements and benefits are reasonable, based on competent survey information, and the result of arm’s-length bargaining.

 

1. Whether partnerships, joint ventures, and arrangements with management organizations conform to the corporation’s written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further charitable purposes, and do not result in inurement, impermissible private benefit, or in an excess benefit transaction.
   

 

SECTION 8. USE OF OUTSIDE EXPERTS

 

When conducting the periodic reviews as provided for in Section 7, the corporation may, but need not, use outside advisors. If outside experts are used, their use shall not relieve the governing board of its responsibility for ensuring periodic reviews are conducted.

 

Adopted by the Board of Directors on August 21, 2024.

DOCUMENT RETENTION POLICY

 

PHILOSOPHY

This policy provides for the systematic review, retention, and destruction of records received or created by the Lucys Warriors Foundation Ltd. in connection with the transaction of business.

 

This policy covers all records, regardless of physical form, containing guidelines for how long certain records should be kept, and how records should be destroyed.

 

This policy is designed to ensure compliance with federal and state laws and regulations, to eliminate accidental or innocent destruction of records and to facilitate the operations of Lucys Warriors Foundation Ltd. by promoting efficiency and freeing up valuable storage space. Included in the federal laws necessitating compliance with these policies is the Sarbanes-Oxley Act (“The American Competitiveness and Corporate Accountability Act of 2002”), which makes it a crime to alter, cover up, falsify, or destroy any document with the intent of impeding or obstructing any official proceeding.

 

RECORDS COVERED

This policy applies to all records in any form, including electronic documents. A record is any material that contains information about Lucys Warriors Foundation Ltd. plans, results, policies or performance. Anything that can be represented with words or numbers is a business record for purposes of this policy.

 

Electronic documents must be retained as if they were paper documents. Therefore, any electronic files, including information received online, that fall into one of the document types on the schedule must be maintained for

the appropriate amount of time. For example, if a user has sufficient reason to keep an email message, the message should be printed in hard copy and kept in the appropriate file or moved to an “archive” computer file folder. Backup and recovery methods will be tested on a regular basis.

 

DOCUMENT DESTRUCTION

This policy identifies the record retention responsibilities of staff, volunteers, members of the board of directors, and outsiders for maintaining and documenting the storage and destruction of the Lucys Warriors Foundation Ltd. documents and records. The organization’s staff, volunteers, members of the board of directors, committee members and outsiders (including independent contractors via agreements with them) are

required to honor the following rules:

• Paper or electronic documents indicated under the terms for retention in the following section will be transferred and maintained by the Executive Director);

• All other paper documents can be destroyed after seven years;

• All other electronic documents will be deleted from all individual computers, databases, networks, and back-up storage on an as-needed basis, but no earlier than after three years;

• No paper or electronic documents will be destroyed or deleted if pertinent to any ongoing or anticipated government investigation or proceeding or private litigation (check with legal counsel or the human resources department for any current or foreseen litigation if employees have not been notified); and

• No paper or electronic documents will be destroyed or deleted as required to comply with government auditing standards (Single Audit Act).
  

RECORD RETENTION

 

Lucys Warriors Foundation Ltd. follows the document retention procedures outlined below. Documents that are not listed, but are substantially similar to those listed in the schedule will be retained for the appropriate

length of time.

DOCUMENT RETENTION POLICY

 

RECORD RETENTION SCHEDULE

• Permanent records

Permanent records are records required by law to be permanently retained and which are ineligible for destruction at any time for any reason. These records are necessary for the continuity of business

and the protection of the rights and interests of the organization and of individuals. These include

records such as organizational documents (Articles of Incorporation and Bylaws), Board minutes and policies, federal and state tax exempt status and independent audits. No record, whether or not referenced, may be destroyed if in any way the records refer to, concern, arise out of or in any other way are involved in pending or threatened litigation. While the listings below contain commonly recognized categories of records, the list should not be considered as having identified all records that Lucys Warriors Foundation Ltd. may need to consider for permanent and non-permanent status. In particular, and as noted above, any documents that are, or may be involved in pending or threatened litigation, must be retained. The nonprofit’s legal counsel should be asked to assist in determining what records must be retained.

 

Corporate Records – Permanent

Annual Reports to Secretary of State/Attorney General Articles of Incorporation

Board Meeting and Board Committee Minutes Board Policies/Resolutions

By-laws

Construction Documents Fixed Asset Records

IRS Application for Tax-Exempt Status (Form 1023) IRS Determination Letter

State Sales Tax Exemption Letter

Accounting and Corporate Tax Records – Permanent Annual Audits and Financial Statements Depreciation Schedules

General Ledgers IRS 990 Tax Returns

Bank records – Permanent Check Registers

Payroll and Employment Tax Records – Permanent Payroll Registers

State Unemployment Tax Records

 

Employment and Termination Agreements Retirement and Pension Plan Documents

Legal, Insurance and Safety Records – Permanent Appraisals

Copyright Registrations Environmental Studies Insurance Policies

Real Estate Documents Stock and Bond Records Trademark Registrations

• Non-permanent records

Certain records are not required by law to be permanently retained and may be destroyed after the passage of certain years or upon the passing of events as defined by these policies. Notwithstanding the listing of documents below, no record, whether or not referenced may be destroyed if in any way the records refer to, concern, arise out of or in any other way are involved in pending or threatened litigation.

 

Corporate Records

Contracts (after expiration) – 7 years Correspondence (general) – 3 years Accounting and Corporate Tax Records Business Expense Records – 7 years

IRS 1099s – 7 years Journal Entries – 7 years Invoices – 7 years

Sales Records (box office, concessions, gift shop) – 5 years Petty Cash Vouchers – 3 years

Cash Receipts – 3 years Credit Card Receipts – 3 years Bank Records

Bank Deposit Slips – 7 years

Bank Statements and Reconciliation – 7 years Electronic Fund Transfer Documents – 7 years Payroll and Employment Tax Records Earnings Records – 7 years

Garnishment Records – 7 years

 

Payroll Tax returns – 7 years W-2 Statements – 7 years Employee Records

Records Relating to Promotion, Demotion or Discharge – 7 years after termination Accident Reports and Worker’s Compensation Records – 5 years after termination 

 

of claim Salary Schedules – 5 years

Employment Applications – 3 years

I-9 Forms – 3 years after termination

Time Cards – 2 years

 

Legal, Insurance and Safety Records

Donor Records and Acknowledgement Letters – 7 years Grant Applications and Contracts – 5 years after completion Leases – 6 years after expiration

OSHA Documents – 5 years

General Contracts – 4 years after termination

 

Approved by the Board of Directors on August 21, 2024

 

VOLUNTEER POLICY

PHILOSOPHY

Volunteers are a vital part of the work of Lucy’s Warriors Foundation and are essential in fulfilling our mission and vision. In peer support, volunteers with varied backgrounds and experiences ensure that families who need support can connect with someone who knows the rare disease and disorder journey well.

DEFINITIONS

We define a volunteer as someone performing a task at the request of and on behalf of Lucy’s Warriors Foundation without expectation of financial compensation. A volunteer must be officially accepted and enrolled by Lucy’s Warriors Foundation prior to performance of the task. Unless specifically stated, volunteers shall not be considered as employees of the organization.

 

SPECIAL CASE VOLUNTEERS

Lucy’s Warriors Foundation may accept as volunteers those participating in student community service activities, student intern projects, alternative sentencing or diversion programs, corporate volunteer programs, and other volunteer referral programs. In each of these cases, however, a special agreement must be in effect with the organization, school, or program from whom the special case volunteers originate and must identify responsibility for management and care of the volunteers.

 

EMPLOYEES AS VOLUNTEERS

We accept the services of staff as volunteers. This service is accepted provided that the volunteer service is provided totally without any coercive nature, involves work which is outside the scope of normal staff duties, and is provided outside of usual working hours. Family members of staff are allowed to volunteer with the organization.

 

DISCRETION

Lucy’s Warriors Foundation accepts the service of all volunteers with the understanding that such service is at our sole discretion. Volunteers agree that the organization may at any time, for whatever reason, decide to terminate the volunteer’s relationship with the organization. The volunteer may at any time, for whatever reason, decide to sever the volunteer’s relationship with the organization. Notice of such a decision should be communicated as soon as possible to the volunteer’s supervisor.

 

VOLUNTEER RIGHTS AND RESPONSIBILITIES

We view volunteers as valuable resources. Volunteers shall be extended the right to be given meaningful assignments, the right to be treated as equal co-workers, the right to effective supervision, the right to full involvement and participation, and the right to recognition for work done. In return, volunteers shall agree to actively perform their duties to the best of their abilities and to remain loyal to our goals and procedures.

SCOPE OF VOLUNTEER INVOLVEMENT

Volunteers may be utilized in all programs and activities of the organization, and serve at all levels of skill and decision-making.

 

CONFLICT OF INTEREST

No person who has a conflict of interest with any activity or program of Lucy’s Warriors Foundation, whether personal, philosophical, or financial, shall be accepted or serve as a volunteer with the organization.

 

REPRESENTATION OF LUCY’S WARRIORS FOUNDATION

Prior to any action or statement which might significantly affect or obligate the organization, volunteers should seek prior consultation and approval from appropriate staff. These actions may include, but are not limited to, public statements to the press, coalition or lobbying efforts with other organizations, or any agreements involving contractual or other financial obligations. Volunteers are authorized to act as representatives of the organization as specifically indicated within their job descriptions and only to the extent of such written specifications.

CONFIDENTIALITY

Volunteers are responsible for maintaining the confidentiality of all proprietary, privileged, or sensitive information to which they are exposed while serving as a volunteer, whether this information involves a single staff, volunteer, client, or other person or involves overall organization business. Failure to maintain confidentiality may result in termination of the volunteer’s relationship with the organization or other corrective action.

PROGRAM-SPECIFIC REQUIREMENTS

Certain organization programs may have additional requirements of its volunteers, so long as they are reasonable and do not conflict with and follow the policies herein.

Approved by the Board of Directors on July 31, 2024

 

Lucys Warriors Foundation

 DONOR BILL OF RIGHTS

PHILOSOPHY

Philanthropy is based on voluntary action for the common good. It is a tradition of giving and sharing that is primary to the quality of life.

 

BILL OF RIGHTS

To assure that philanthropy merits the respect and trust of the general public, and that donors and prospective donors can have full confidence in the not-for-profit organizations and causes they are asked to support, we declare that all donors have these rights:

1. To be informed of the organization’s mission, of the way the organization intends to use donated resources, and of its capacity to use donations effectively for their intended purposes.
2. To be informed of the identity of those serving on the organization’s governing board, and to expect the board to exercise prudent judgment in its stewardship responsibilities.

 

1. To have access to the organization’s most recent financial statements.

 

1. To be assured their gifts will be used for the purposes for which they were given.

 

1. To receive appropriate acknowledgement and recognition.

 

1. To be assured that information about their donation is handled with respect and with confidentiality to the extent provided by law.
2. To expect that all relationships with individuals representing organizations of interest to the donor will be professional in nature.

 

1. To be informed whether those seeking donations are volunteers, employees of the organization or hired solicitors.
2. To have the opportunity for their names to be deleted from mailing lists that an organization may intend to share.

 

1. To feel free to ask questions when making a donation and to receive prompt, truthful and forthright answers.

Adopted by the Board of Directors on August 21, 2024.