Stapleton Business Plaza Condominium Association, Inc .

BOARD MEMBER CONFLICTS OF INTEREST

POLICIES AND PROCEDURES

Pursuant to the authority granted the Stapleton Business Plaza Condominium Association (the “Association”) in Article 9 of the Declaration of Condominium of the Association (the “Declaration”), and as mandated by C.R.S. §§38-33.3-209.5, -317, the Association, acting through its Board of Directors (the “Board”), hereby adopts the following Board Member Conflicts of Interest Policies and Procedures (the “Policy”):

•  FIDUCIARY RESPONSIBILITIES OF BOARD MEMBERS. It shall be the fiduciary responsibility of each Board member to make decisions in good faith, in the best interests of the Association and in a prudent manner.

•  CONFLICT OF INTEREST DEFINED. No Board member shall engage in Association activities that would create a conflict of interest, unless approved by a majority of the remaining Board members after full disclosure and discussion. Conflict of interest shall be defined as any contract, decision or other action taken by or on behalf of the Board which would financially benefit (1) a director; (2) a parent, grandparent, spouse, child, or sibling of director; (3) a parent or spouse of any of the persons listed in (2); and (4) an entity in which a director is a director or officer or has a financial interest.

•  DISCLOSURE OF CONFLICT OF INTEREST. It is the duty of each Board member to disclose a conflict of interest during a Board meeting in open session. In addition, that Board member must refrain from discussing or voting on the conflicting decision or contract, but may remain physically present for the meeting.

CERTIFICATE OF SECRETARY

I, the undersigned, do hereby certify that:

•  I am the duly elected acting secretary of the Association; and

•  The foregoing Policy was adopted by unanimous consent of the Board of Directors of the Association on August _, 2010.

IN WITNESS WHEREOF, I have subscribed by hand and affixed the seal of the Association this ___ day of August, 2010.

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SEAL           ______________, Secretary