Omnibus Enterprises Gift Acceptance Policy

Article I: Purpose and Philosophy

Section 1.1 Guiding Principles:

This policy establishes guidelines for the solicitation, acceptance, recording, and acknowledgment of gifts made to Omnibus Enterprises ("the Corporation"). It is rooted in the Corporation's core values, including the Principle of Rational Justification (Bylaws Article III), ensuring that all gift acceptance practices:

(a) Strictly align with and advance the Corporation's charitable, scientific, and educational mission as defined in the Articles of Incorporation.
(b) Comply fully with all applicable legal and ethical standards, particularly those governing 501(c)(3) organizations.
(c) Are handled with sound financial practices, transparency, and proper stewardship.
(d) Avoid actual, potential, or perceived conflicts of interest, consistent with Bylaws Article XII.

Section 1.2 Organizational Representation and Agent Acknowledgment:

All individuals acting on behalf of Omnibus Enterprises (defined as "Personnel" in Section 2.1) must understand and operate under the principle that when representing the Corporation, they function as agents of the Corporation, acting solely for its benefit. This distinction between personal capacity and their official role as agents is fundamental. To ensure this understanding is embedded:

(a) All Personnel will receive training on this policy and the nature of their role and responsibilities as agents of the Corporation.
(b) As a condition of their engagement or employment, all Personnel shall formally acknowledge in writing their understanding and acceptance of this principle, their duty of loyalty to act solely in the Corporation's best interest when performing their duties, and their specific responsibilities under this Gift Acceptance Policy. This acknowledgment may be recorded within the Corporation's central system.

Section 1.3 Rationale Regarding Personnel Gifts:

Consistent with the Corporation’s Compensation Policy, which ensures Personnel receive fair and sufficient compensation, and the principle outlined in Section 1.2 that Personnel act as agents of the Corporation, there is no organizational or personal justification for Personnel accepting gifts, tips, or honoraria in a personal capacity related to their duties. Accepting such personal benefits would conflict with their role as agents and could undermine impartiality, equity, and mission focus. Therefore, this policy mandates that any such offers intended for individuals due to their role within the Corporation be treated exclusively as donations to the Corporation itself.

Article II: Scope

Section 2.1 Applicability:

This policy applies to all gifts received by the Corporation, regardless of type or value, and governs the actions of all directors, officers, employees, agents, and volunteers ("Personnel") concerning the solicitation and acceptance of gifts.

Section 2.2 Definition of "Gift":

For the purposes of this policy, a "gift" includes any voluntary transfer of assets or provision of services to the Corporation or offered to its Personnel *because of their affiliation with and role as agents representing the Corporation*, without expectation of direct economic benefit or privilege in return from the Corporation. Gifts may include, but are not limited to: cash, checks, securities, real or personal property (tangible or intangible, including intellectual property), bequests, beneficiary designations, charitable gift annuities, remainder trusts, lead trusts, and in-kind donations or services. "Tips," "gratuities," or "honoraria" offered to Personnel in relation to their work for the Corporation are considered potential gifts under this policy.

Article III: Authority to Accept Gifts

Section 3.1 Board Authority:

The Board of Directors ("Board") holds ultimate authority and responsibility for the acceptance of all gifts made to the Corporation.

Section 3.2 Delegation:

The Board may delegate the authority to review and accept certain types or values of gifts to specific officers or committees, as documented in Board resolutions or other governing procedures. However, the acceptance of certain complex or potentially burdensome gifts (e.g., real estate, closely held securities, gifts with significant restrictions) may require specific Board approval.

Article IV: Prohibition on Personal Gifts to Personnel

Section 4.1 Strict Prohibition:

Reflecting their acknowledged role as agents of the Corporation (Section 1.2), no Personnel of Omnibus Enterprises may solicit or accept, for their personal benefit, any gift, tip, gratuity, honorarium, or item of value offered to them because of their position or work performed for the Corporation. This prohibition applies regardless of the item's value, source, or the intent of the offeror.

Section 4.2 Required Understanding:

Personnel, having received training and provided written acknowledgment as per Section 1.2, are expected to operate consistently with this prohibition while acting in their capacity as agents of the Corporation.

Section 4.3 Procedure for Handling Offers:

When offered a gift, tip, or honorarium personally in connection with their work:

(a) The Personnel member shall receive the offer or item.
(b) The Personnel member must immediately state that, in accordance with organizational policy reflecting their role as an agent of the Corporation, such expressions of appreciation related to their work are accepted directly on behalf of Omnibus Enterprises.
(c) The Personnel member shall thank the offeror sincerely on behalf of the Corporation for their support of its mission.
(d) The Personnel member must then immediately proceed to process the offer/item as a donation to the Corporation. This involves:
- (i) Securely handling the item (e.g., cash, check, object) explicitly as organizational property.
- (ii) Accurately documenting the donation (donor name/contact if provided or obtainable without intrusion, description of item/amount, date, circumstances) using designated corporate procedures, ideally via entry into the Corporation's central system ("the System"), as soon as practically possible. This documentation is crucial for organizational records and potential donor acknowledgment.
- (iii) Promptly transferring the physical item (if applicable) and ensuring the documentation is submitted (e.g., finalized within the System or physically delivered with the item) to the appropriate department or officer responsible for official recording and acknowledgment.
(e) The Corporation, not the individual Personnel member, is responsible for formally acknowledging the donation and providing any necessary receipts according to standard procedures (Article VI), based on the information documented by the Personnel member.

Section 4.4 De Minimis Exception:

This prohibition does not apply to unsolicited items of truly nominal value generally distributed as promotional material or social courtesy (e.g., pens, keychains, a cup of coffee offered during a meeting) that create no sense of obligation and could not reasonably be perceived as influencing judgment or contradicting the Personnel member's role as an agent of the Corporation. When in doubt, Personnel should err on the side of caution and treat the item as a potential donation under Section 4.3 or consult with the appropriate officer or designated contact point.

Article V: Acceptance Procedures for Organizational Gifts

Section 5.1 Review Criteria:

The Corporation will evaluate potential gifts based on:

(a) Mission Alignment: Consistency with the Corporation's stated purposes and values.
(b) Legal & Ethical Compliance: Adherence to all applicable laws and ethical standards.
(c) Financial Soundness: Consideration of any costs associated with accepting the gift (e.g., maintenance, insurance, appraisal, disposal costs).
(d) Restrictions: Reasonableness and feasibility of any donor-imposed restrictions. The Corporation will generally not accept gifts with conditions that are unduly burdensome, costly to administer, inconsistent with the mission, or violate the Articles or Bylaws.
(e) Reputational Impact: Potential effect on the Corporation's public image and relationships.
(f) Conflict of Interest: Assessment for any potential conflicts as per Bylaws Article XII.

Section 5.2 Specific Gift Types:

(a) Cash/Checks: Readily accepted unless suspected to be from illegal activities.
(b) Publicly Traded Securities: Readily accepted, typically liquidated upon receipt unless otherwise determined by the Board.
(c) Real Estate/Tangible Personal Property: Require careful review, including potential environmental assessment, title search, appraisal, assessment of carrying costs, marketability, and mission utility. Board approval is generally required.
(d) Closely Held Securities: Require careful review due to potential valuation and marketability issues. Board approval is generally required.
(e) Planned Gifts (Bequests, Trusts, etc.): Accepted subject to review for alignment with the Corporation's financial instruments and policies. Donors are encouraged to seek independent legal and financial advice.
(f) In-Kind Services: Accepted on a case-by-case basis if they genuinely meet a need, can be appropriately supervised and valued, and do not substitute for budgeted expenses without proper authorization.

Section 5.3 Right to Refuse:

The Corporation reserves the right to decline any gift that is deemed inconsistent with its mission, policies, or best interests, or if the acceptance process is deemed too burdensome.

Article VI: Gift Valuation and Acknowledgment

Section 6.1 Valuation:

Non-cash gifts accepted by the Corporation will be valued in accordance with IRS regulations and generally accepted accounting principles. Significant non-cash gifts may require an independent appraisal obtained by the donor or the Corporation.

Section 6.2 Acknowledgment:

The Corporation will provide timely written acknowledgment (receipt) for all donations qualifying for tax deduction, compliant with IRS requirements. The process may be initiated or facilitated by the System based on documented donation information.

Section 6.3 Tax Advice:

The Corporation does not provide tax, legal, or financial advice to donors. Donors are encouraged to consult with their own independent advisors.

Article VII: Use of Gifts

Section 7.1 Purpose:

All accepted gifts will be used to further the Corporation’s tax-exempt purposes as outlined in the Articles of Incorporation and Bylaws.

Section 7.2 Restricted Gifts:

The Corporation will honor the donor's restrictions on the use of a gift, provided such restrictions were reviewed and formally accepted at the time of the gift according to Section 5.1(d). If circumstances change making the restriction impractical or impossible, the Corporation will seek appropriate legal remedies or donor consent to modify the restriction.

Section 7.3 Unrestricted Gifts:

Gifts received without donor restriction will be used for the general purposes of the Corporation as determined by the Board.

Article VIII: Confidentiality

Section 8.1 Donor Information:

Donor information will be kept confidential to the extent required by law and organizational policy. The Corporation will not sell, trade, or share its donor list without explicit permission, except as legally required. Anonymous requests will be honored.

Article IX: Policy Review and Compliance

Section 9.1 Annual Review:

This Gift Acceptance Policy shall be reviewed at least annually by the Board of Directors or its designated committee to ensure its continued relevance, effectiveness, and compliance with law and best practices, consistent with Bylaws Article XIII.

Section 9.2 Compliance:

All Personnel are expected to understand and comply with this policy, having formally acknowledged their responsibilities as agents of the Corporation as outlined in Section 1.2. Violations may result in disciplinary action, up to and including termination of their relationship with the Corporation.

ADOPTED on this 27th day of April, 2025.

Matthew M. Souto,
Sole Initial Director