No director of the Barrington Area Community Foundation (BACF) shall use his or her
position, or knowledge gained therefrom, in such a manner that a conflict between the
interest of the organization and his or her private interests arises.

Each director has a duty to place the interest of BACF foremost in any dealings with BACF
and has a continuing responsibility to comply with the requirements of this policy.

The conduct of personal business or the entering into a transaction between any director
and BACF is prohibited unless such business or transaction isfully disclosed to the board
of directors and then only if such business or transaction is approved by the board of
directors. If a director has an interest in a proposed transaction with BACF in the form of
a significant personal financial interest in the transaction, or in any organizations involved
in the transaction, or holds a position as trustee, director or officer in any such organization,
he or she must make full disclosure of such interest prior to any discussion or negotiation
of such transaction.

Any director who is aware of a potential conflict of interest with respect to any matter
coming before the board is obligated to disclose such a conflict of interest to the entire
board.

Disclosure

To implement this policy, board members will submit annual reports on a form approved
by the board, and if not previously disclosed, will disclose any conflict or potential conflict
before any additional board action is taken.

These annual reports will be reviewed by the officers of the board, who will attempt to
resolve any actual or potential conflict and, in the absence of resolution, will refer all such
matters to the full board of directors.