Constitution and Proceedings of Board
1.—(1) The Chairman and other members of the Board shall be appointed by the Minister and shall hold office for such period and on such terms and conditions as the Minister may determine.
(2) The Minister may appoint the Chief Executive as a member.
2.—(1) The Minister may, in his discretion, appoint any member of the Board to be Deputy Chairman of the Board.
(2) If for any reason the Chairman is unable to act or the office of Chairman is vacant, the Deputy Chairman may exercise all or any of the powers conferred, or the duties imposed, on the Chairman under this Act.
3. The Minister may appoint any person to be a temporary Chairman, Deputy Chairman or member during the temporary incapacity from illness or otherwise, or during the temporary absence from Singapore, of the Chairman, Deputy Chairman or any member, as the case may be.
4. The Minister may, at any time, revoke the appointment of the Chairman, Deputy Chairman or any member if he considers such revocation necessary in the interest of the effective and economical performance of the functions of the Board under this Act or in the public interest.
5. A member may resign his office at any time by giving not less than one month’s notice to the Minister.
6. The office of a member shall become vacant —
on his death;
if he fails to attend 3 consecutive meetings of the Board without sufficient cause (the sufficiency thereof to be decided by the Board);
if he becomes in any manner disqualified for membership of the Board;
if he is adjudicated a bankrupt;
if he resigns his office; or
if his appointment is revoked.
7. If a vacancy occurs in the membership of the Board, the Minister may, subject to paragraphs 1 and 8, appoint any person to fill the vacancy and the person so appointed shall hold office for the remainder of the term for which the vacating member was appointed.
8. No person shall be appointed or shall continue to hold office as a member if he —
is an undischarged bankrupt or has made any arrangement with his creditors;
has been sentenced to imprisonment for a term exceeding 6 months and has not received a free pardon; or
is incapacitated by physical or mental illness.
9.—(1) A member who is in any way, directly or indirectly, interested in a transaction or project of the Board shall disclose the nature of his interest at the first meeting of the Board at which he is present after the relevant facts have come to his knowledge.
(2) A disclosure under sub-paragraph (1) shall be recorded in the minutes of the meeting of the Board and, after the disclosure, that member —
shall not take part in any deliberation or decision of the Board with respect to that transaction or project; and
shall be disregarded for the purpose of constituting a quorum of the Board for such deliberation or decision.
(3) No act or proceedings of the Board shall be questioned on the ground that a member has contravened this paragraph.
(4) For the purposes of this paragraph, a member whose spouse, parent, son, adopted son, daughter or adopted daughter has an interest in the transaction or project referred to in sub-paragraph (1) shall be deemed to be interested in such transaction or project.
10.—(1) All deeds, documents and other instruments requiring the seal of the Board shall be sealed with the common seal of the Board in the presence of any 2 officers of the Board duly authorised by the Board to act in that behalf and shall be signed by those officers.
(2) Such signing shall be sufficient evidence that the common seal of the Board has been duly and properly affixed and that the seal is the lawful common seal of the Board.
(3) The Board may by resolution or otherwise appoint an employee of the Board or any other agent, either generally or in a particular case, to execute or sign on behalf of the Board any agreement or other instrument not under seal in relation to any matter coming within the powers of the Board.
11. There shall be paid to the members of the Board, out of the funds of the Board, such salaries, fees and allowances as the Minister may from time to time determine.
12.—(1) At every meeting of the Board, 3 members shall constitute a quorum and no business shall be transacted unless a quorum is present.
(1) The quorum at every meeting of the Board shall be one-third of the total number of members or 3 members, whichever is the higher; and no business shall be transacted unless a quorum is present.
(2) The Chairman, or in his absence the Deputy Chairman, shall preside at meetings of the Board, and if both the Chairman and Deputy Chairman are absent from any meeting or part thereof, such member as the members present may elect shall preside at that meeting or part thereof.
(3) A decision at a meeting of the Board shall be adopted by a simple majority of the members present and voting except that, in the case of an equality of votes, the Chairman of the meeting shall have a casting vote in addition to his original vote.
13. The Board may act notwithstanding any vacancy in its membership.
14.—(1) The Chairman or any other officer authorised by him shall, subject to such standing orders as may be made by the Board under sub-paragraph (2), summon all meetings of the Board for the despatch of business.
(2) Subject to the provisions of this Act, the Board may make standing orders to regulate its own procedure generally and, in particular, regarding the holding of meetings, the notice to be given of such meetings, the proceedings thereat, the keeping of minutes, the custody, production and inspection of such minutes, and the opening, keeping, closing and auditing of accounts.
15.—(1) The Board may, in its discretion, appoint from among its own members or persons who are not members such number of committees as it thinks fit consisting of members or other persons or members and other persons for purposes which, in the opinion of the Board, would be better regulated and managed by means of such committees.
(2) The Board may, subject to such conditions or restrictions as it thinks fit, delegate to any such committee or the Chairman, all or any of the powers, functions and duties vested in the Board by this Act or other written law, except the powers to make regulations, prescribe or levy dues and rates and borrow money.
(3) The Board may, subject to such conditions or restrictions as it thinks fit, delegate to any employee of the Board or any person all or any of its powers, functions and duties vested in the Board by this Act or other written law, except the powers to make regulations, prescribe or levy dues and rates and borrow money; and any power, function or duty so delegated may be exercised or performed by the employee or person in the name and on behalf of the Board.
(4) The Board may continue to exercise a power conferred upon it, or perform a function or duty under this Act or other written law, notwithstanding the delegation of the power, function or duty under this paragraph.