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Companies And Intellectual Property Authority Act - Meetings And Proceedings Of Board Ss 1518

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15.     Meetings of Board

             (1) Subject to the provisions of this Act, the Board shall regulate its own procedure for meetings.

            (2) The Board shall meet as often as it is necessary or expedient for the discharge of its functions, and such meetings shall be held at such places and times and on such days as the Chairperson may determine.

            (3) Notwithstanding subsection (2), there shall be at least one ordinary meeting in each quarter of the year.

            (4) A meeting of the Board shall be called by the Chairperson giving at least 14 days' notice of such meeting, unless all members consent to a shorter notice period.

            (5) The Chairperson shall provide to each member the agenda for the meeting and any materials which support each agenda item at the time when the notice for the meeting is issued.

            (6) The Chairperson shall call a special meeting of the Board within seven days of receipt of a request, in writing, of at least three members for such special meeting to be held.

            (7) Four members shall form a quorum.

            (8) At any meeting of the Board, the Chairperson shall preside, and in his or her absence, the Vice Chairperson and in the absence of both the Chairperson and the Vice Chairperson, the members present shall elect from among their number, a Chairperson for the purposes of that meeting.

            (9) The decisions of the Board shall be by a majority of votes, and in the event of an equality of votes, the Chairperson, or the Vice Chairperson, or such other person presiding at the meeting, shall have a casting vote in addition to his or her deliberative vote.

            (10) A decision or act of the Board shall not be invalid by reason only of the fact that a disqualified member acted as a member of the Council.

16.     Committees of Authority

            (1) The Authority may appoint such committees as it considers appropriate, consisting of its members or other suitably qualified persons.

            (2) The Authority may delegate any of its powers, functions or duties under this Act, to a committee appointed under subsection (1).

17.     Co-opted members

            Subject to section 9, the Board may invite any person, not being a present member, to attend any Board meeting or otherwise assist it with its deliberations, and any person so invited shall not have any voting rights on the Board.

18.     Disclosure of interest

            (1) Where a member is present at a meeting of the Board or any committee, at which meeting a matter which is the subject of consideration is one in which he or she is directly or indirectly interested in a private capacity, the member shall, as soon as practic-able after the commencement of the meeting, disclose such interest and shall not, unless the Board otherwise directs, take part in any consideration or discussion of, or vote on any question touching upon, such matter.

            (2) A disclosure under subsection (1) shall be recorded in the minutes of the meeting at which it was made.

            (3) Where a member fails to disclose his or her interest in accordance with subsection (1) and a decision by the Board is made benefiting such member, such decision shall be null and void.

            (4) A member who contravenes subsection (1) commits an offence and is liable to a fine of P10 000 or imprisonment for a term not exceeding one year.