The Foundation is committed to the public good, accountability to the public, responsible stewardship of resources and the highest ethical standards. This Code of Ethics does not cover every issue that may arise, but sets out basic principles to guide staff and Trustees of the Foundation. Staff  or Trustees who believe a breach of the Code has taken place should follow the procedures described in Section X.

The Kresge Foundation expects ethical conduct from everyone affiliated with the Foundation. Those who violate the standards in this Code will be subject to disciplinary action, which may include termination.

I.  Personal and Professional Integrity

All staff and Trustees of the Foundation will act with honesty, integrity and openness in working toward the Foundation’s mission. The Foundation promotes a working environment that values respect, fairness and integrity.

II.  Mission

The Foundation has a clearly stated mission and purpose, approved by the Trustees. All of its programs support that mission and all who work for or on behalf of the Foundation are expected to understand that mission and purpose.

III.  Governance

The Foundation has an active governing body that is responsible for setting the mission and strategic direction of the Foundation and oversight of the finances, operations and policies of the Foundation. The governing body:

• Ensures that its Trustees have the requisite skills and experience to carry out their duties and fulfill their governance duties acting for the benefit of the Foundation and its purpose;

• Has a conflict-of-interest policy that ensures that any conflicts of interest or the appearance thereof are avoided or appropriately managed through disclosure, recusal or other means;

• Ensures that the Chief Executive Officer and appropriate staff provide the governing body with timely and comprehensive information so that the governing body can effectively carry out its duties;

• Ensures that the Foundation conducts all transactions and dealings with integrity and honesty;

• Ensures that the Foundation promotes working relationships with Trustees, staff and grantees that are based on mutual respect, fairness and openness;

• Ensures that the Foundation is fair and inclusive in its hiring and promotion policies and practices for all Trustees and staff positions;

• Ensures that policies of the Foundation are in writing, clearly articulated and officially adopted;

• Ensures that the resources of the Foundation are responsibly and prudently managed; and

• Ensures that the Foundation has the capacity to carry out its programs effectively.

IV.  Legal Compliance

The Foundation staff and Trustees are expected to follow the law and applicable regulations, both in letter and spirit.

V.  Responsible Stewardship

The Foundation manages its funds responsibly and prudently. The Foundation staff and Trustees ensure that:

• An adequate amount is spent on administrative expenses to ensure effective accounting systems, internal controls, competent staff and other expenditures critical to professional management;

• Staff compensation is reasonable and appropriate;

• Draws from endowment funds will be prudent and consistent with donor intent;

• All spending practices and policies are fair, reasonable and appropriate to fulfill the mission of the Foundation; and

• All financial reports are factually accurate and complete in all material respects.

VI.  Openness and Disclosure

The Foundation provides comprehensive and timely information to the public, the media and all stakeholders and is responsive in a timely manner to reasonable requests for information. All information about the Foundation will fully and honestly reflect the policies and practices of the Foundation. Basic informational data about the Foundation, such as the annual Form 990PF federal tax return and audited financial statements, will be available to the public. All financial, organizational and program reports will be complete and accurate in all material respects.

VII. Program Evaluation

The Foundation regularly reviews program effectiveness and incorporates lessons learned into future programs. The Foundation is committed to improving program and organizational effectiveness and developing mechanisms to promote learning from the Foundation’s activities. The Foundation is responsive to changes in its field of activity and the needs of its grantees.

VIII. Inclusiveness and Diversity

The Foundation has a policy of promoting inclusiveness in its staff and Trustees in order to enrich its programmatic effectiveness. The Foundation promotes inclusiveness in hiring, retention, promotion, Trustee recruitment and constituencies served.

IX. Grantmaker Guidelines

With respect to grantseekers to the Foundation, the Foundation is committed to being:

• A high-performance organization reflecting the standards we ask of others;

• Respectful of applicants’ agendas and priorities;

• Open and accessible;

• Available to share its experience and knowledge;

• Pragmatic in the face of change or unusual circumstances;

• Empowering for nonprofit staff and volunteers;

• Clear and timely in communications;

• Consistent in its encouragement of diversity in boards, staff and people served; and

• Fair and respectful.

X.  Reporting Procedures

Staff is encouraged to seek guidance from the CEO or a member of  the Board of Trustees concerning the interpretation or application of this Code.  Board members are likewise encouraged to approach the Chair of the Board or other appropriate Trustee. Any known or possible breaches of the Code should be disclosed. Reports of possible breaches should follow the procedures outlined in The Kresge Foundation Fraud Reporting Policy.