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BOARD RESOLUTION OF [YOUR COMPANY NAME]
ADOPTING CAMPAIGN CONTRIBUTION LIMITATIONS POLICY

DULY PASSED ON [DATE]



ADOPTING CAMPAIGN CONTRIBUTION LIMITATIONS POLICY

WHEREAS, the Board of Directors (the Board) of [YOUR COMPANY NAME] believes that it is important to ensure the integrity of the electoral process for elected seats on the Board; and
 
WHEREAS, the Board of Directors hereby finds, determines and declares that it is necessary and proper for the reasons set forth in these preambles to establish campaign contribution limitations for candidates for seats on the Board of Directors; 

RESOLVED, that the Board hereby adopts the Campaign Contribution Limitations Policy in the form attached hereto as Exhibit A.RESOLVED FURTHER, that the officers of [YOUR COMPANY NAME] are, and each acting alone is, hereby authorized and directed to take such further action as may be necessary, appropriate or advisable to implement this resolution and amendment and any such prior actions are hereby ratified; and
  
We, the undersigned, hereby certify that [YOUR COMPANY NAME] is comprised of [NUMBER] members, of whom [NUMBER], constituting a quorum, were present at a meeting duly and regularly called, noticed, convened and held this [DAY] day of [MONTH, YEAR], and that the foregoing Resolution was duly adopted at said meeting by the affirmative vote of [NUMBER] members, and opposed by [NUMBER] members, and that said Resolution has been duly recorded in the Minute Book and is in full force and effect.

          
[DIRECTOR]



          
[DIRECTOR]



          
[DIRECTOR]
EXHIBIT A
CAMPAIGN CONTRIBUTION LIMITATIONS POLICY

 
CAMPAIGN CONTRIBUTION LIMITATIONS POLICY 

No person shall make a contribution to any candidate for an elected seat on the Board of Directors (the Board of Directors) of [YOUR COMPANY NAME] except in the election cycle for that candidate. For the purposes of this Policy, election cycle means: 

In the case of a regularly scheduled election, that period that begins on the [DAY] of [DATE] during the year following the previous election for the office the candidate is seeking and ends on the [DAY] of [MONTH] of the year following the election for the office the candidate is seeking; or in the case of an election to fill an unexpired term, the period beginning on the earlier of the day the vacancy or the day the impending vacancy is publicly announced and ending [NUMBER] months after the election
 
No person shall contribute more than [DOLLAR AMOUNT] to any candidate for an elected seat on the Board of Directors in any election cycle.
 
A candidate for an elected seat on the Board of Directors may only accept or receive a campaign contribution during an election cycle.
 
No candidate for an elected seat on the Board of Directors shall solicit or receive campaign contributions of more than [DOLLAR AMOUNT] from any person in any election cycle; provided:
 
The limitations imposed by this Policy shall not apply to a candidate's contributions of his or her own resources to his or her own campaign, or contributions to the candidate's campaign by the candidate or the candidate's spouse of assets of their marital community; 
 
Limitations imposed by this Policy apply to contributions of the candidate's spouse's separate property; and 

The limitations imposed by this Policy shall not apply to expenditures made on behalf of, or opposing the election of, any candidate, when such expenditure is made independently of the candidate, his/her political committee, or agent, and when such expenditure is made without the prior consent, or the collusion, or the cooperation, of the candidate or his/her agent, to the value of in-kind labor or to contributions consisting of the rendering of clerical or computer services on behalf of a candidate or an authorized political committee, to the extent that the services are for the purpose of ensuring compliance with [CITY, [COUNTY], or [STATE/PROVINCE] election or public disclosure laws. 


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