Proceedings of Board. (1) The procedure for convening meetings of the Board and the conduct of business at those meetings shall, subject to this Act, be as determined by the Board.
(2) A quorum for a meeting of the Board is 4 members.
(3) The first meeting of the Board shall be convened by the chairperson.
Proceedings of Board. Subject to Clause 2.17 relating to the approval of certain Reserved Matters, the Board shall approve decisions or pass resolutions and grant consents only at meetings held in accordance with the procedures set out in this Clause 2.
Proceedings of Board. (1) Subject to subclause (2), a quorum of the board consists of 5 members.
(2) If any member of the board is required, in accordance with procedures of the board, to leave a meeting due to a declared conflict of interest, the member may still be counted as if he or she were present at the meeting for the purpose of determining whether a quorum is present at the meeting.
(3) The member appointed as the presiding member of the board will preside at any meeting of the board or, in the absence of that member (or any person who may act in the place of that member in accordance with clause 7(2) or (7))—
(a) if a person present at the meeting has been appointed to act as the presiding member in accordance with clause 7(7)—that person will preside; or
(b) if no person present at the meeting has been appointed to act as the presiding member in accordance with clause 7(7) but the deputy presiding member is present—the deputy presiding member will preside; or
(c) in any other case—a member chosen by those present will preside.
(4) A decision carried by a majority of the votes cast by the members present at a meeting of the board is a decision of the board, provided that at least 3 of the members present vote in favour of the decision.
(5) Each member present at a meeting of the board has 1 vote on any question arising for decision.
(6) The board must hold meetings at least quarterly.
(7) A conference by telephone or other electronic means between the members of the board will, for the purposes of this clause, be taken to be a meeting of the board at which the participating members are present if—
(a) notice of the conference is given to all members in the manner determined by the board for the purpose; and
(b) each participating member is capable of communicating with every other participating member during the conference.
(8) A proposed resolution of the board becomes a valid decision of the board despite the fact that it is not voted on at a meeting of the board if—
(a) notice of the proposed resolution is given to all members of the board in accordance with procedures determined by the board; and
(b) a majority of the members express concurrence in the proposed resolution by letter, facsimile transmission, email or other written communication setting out the terms of the resolution.
(9) The board must have accurate minutes kept of its meetings.
(10) Subject to this Schedule, the board may determine its own procedures.
Proceedings of Board. (1) Subject to subclause (2), a quorum of the board consists of 5 members.
(2) If any member of the board is required, in accordance with 5 procedures of the board, to leave a meeting due to a declared conflict of interest, the member may still be counted as if he or she were present at the meeting for the purpose of determining whether a quorum is present at the meeting.
(3) The member appointed as the presiding member of the board will 10 preside at any meeting of the board or, in the absence of that member (or any person who may act in the place of that member in accordance with clause 7(2) or (7))—
(a) if a person present at the meeting has been appointed to act as the presiding member in accordance with 15 clause 7(7)—that person will preside; or
(b) if no person present at the meeting has been appointed to act as the presiding member in accordance with clause 7(7) but the deputy presiding member is present—the deputy presiding member will preside; or
Proceedings of Board. A certified copy of all action taken by the Board approving the issuance of the Bonds and the Official Statement and Financing Documents and the consummation of the transactions contemplated thereby (including, without limitation, the resolution or resolutions adopted by the governing body of the Board for such purpose) and an incumbency certificate identifying officers of the Board executing documents in connection with the issuance of the Bonds.
Proceedings of Board. The Board shall hold meetings, approve decisions or pass resolutions and grant consents in accordance with the procedures set out in this Clause 3 and the applicable Laws.
Proceedings of Board
