This memorandum includes a sample independent governing body policy, as well as a discussion of the legal rationale and background for the policy and considerations for implementation. The purpose of the policy is to determine which members of an organization’s governing body/board of directors are independent and to determine any family or business relationships that need to be disclosed. An editable word version of the policy is also available. This policy and memo, designed for legal counsel advising tax-exempt organizations, are part of the Form 990 Policy Series, which was developed by a group of lawyers practicing nonprofit law in order to assist nonprofits in addressing the Form 990 governance questions.
