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Botswana Investment And Trade Centre - Meetings And Proceedings Of The Board Ss 1113

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11.     Meetings of the Board

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

            (2) The Board shall meet as often as it is necessary or expedient for the discharge of its functions but so however that at least four ordinary meetings shall be held in each year, and such meetings shall be held at such place, time and day as the Chairperson may determine.

            (3) All meetings of the Board shall be called by the Chairperson; and the Chairperson shall further call a special meeting of the Board within seven days of receipt of a request, in writing, of at least four members of the Board for such special meeting to be held.

            (4) Four members of the Board shall constitute a quorum.

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

            (6) The decisions of the Board shall be determined by a majority of the members of the Board present and voting, and, where the votes are equal, the Chairperson shall have a casting vote in addition to his or her deliberative vote.

            (7) The Board may request the attendance of any person to act as advisor at any meeting of the Board, and that person, while so attending, shall have all the powers of a member of the Board, but his or her presence shall not count towards the constitution of a quorum and he or she shall have no right to vote.

            (8)        The validity of any decision or proceeding of the Board shall not be affected by-

     (a)     any defect in the appointment of a member of the Board; or

     (b)     any vacancy therein.

            (9) The Chairperson shall cause minutes of each meeting of the Board to be kept, and such minutes shall be confirmed at a subsequent meeting of the Board.

12.     Declaration of interest by Board members

            (1) If at any meeting of the Board a member of the Board is aware or becomes aware that a matter which beneficially affects him or her directly or indirectly is to be discussed, he or she shall forthwith declare, to the Board, his or her interest in the matter and the Board may, if it considers it appropriate, require him or her to recuse himself or herself from the discussion on the matter.

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

            (3) Where a member of the Board 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 to the extent that it benefits such member.

            (4) Any member of the Board who fails to comply with the provisions of subsection (1) commits an offence and is liable to a fine of not less than P5 000 but not more than P10 000.

13.     Signification of documents

            All documents made by and all decisions of the Board may be signified under the hand of the Chairperson, or any member of the Board or senior officer of the Centre generally or specifically authorised in that behalf.