Meetings of the Board

(1) The Board of Governors shall meet as often as the business of the Board requires but not less frequently than once every two months in the year, at such times and places as the Board may determine from time to time. (2) On the commencement of this Act, the Chief Executive Officer shall appoint a day for the first meeting of the Board, but thereafter the Chairperson of the Board shall if present and able to do so, appoint days on which the Board may meet and preside at all meetings of the Board. (3) A quorum for any meeting of the Board shall be five Governors, one of whom shall be the Chief Executive Officer. (4) The Chairperson, or in his or her absence, the Deputy Chair- person, shall summon a special meeting of the Board within five days of a requisition for that purpose addressed to him or to her of this section in writing by not less than five (5) Subject to subsection (4) of this section, the Chairperson shall cause to be given to each Governor notice of every ordinary meeting of the Board at least seven days prior to the meeting, and shall in the said notice state clearly the agenda of the meeting. Memorial Hospital Authority 19 (6) Decisions of the Board shall be by majority of the votes cast; provided always that in any case in which the voting is equal, the person presiding at the meeting shall have a second or casting vote. (7) Where for any reason the Chairperson is unable to preside at any meeting of the Board, (a) the Deputy Chairperson shall preside if he or she is present and able; and (b) if the Deputy Chairperson is absent or is unable to preside, then the Governors present shall elect one of their number to preside. (8) Minutes of the proceedings of each meeting of the Board shall be recorded and maintained as provided in this Act and shall be confirmed by the Board and signed by the Chairperson or other person who presided at that meeting at the next practicable meeting. (9) Subject to the provisions of this Act, the Board may regulate its own procedure. (10) It shall be lawful for any notice or requisition referred to in subsections (4) and (5) of this section to be given by facsimile or some other form of electronic mail, excluding the telephone. (11) To effectively discharge its functions and duties under this Act, it shall be lawful for the Board to constitute itself into Committees or to appoint Committees made up of suitably qualified persons to investigate, evaluate, analyse, comment, and report to the Board on any matter which the Board feels should be submitted to a Committee. 20 Memorial Hospital Authority (12) On appointing a Committee under subsection (11) of this section, the Board shall, (a) appoint a Governor of the Board, or some other suitably qualified person, to be Chairperson of the Committee; (b) state clearly in writing the names of all the Committee Members, the terms of reference of the Committee, and the period for which it is appointed; (c) state clearly in writing that the meetings of the Committee shall be governed by the same rules as those governing the meetings of the Board, subject to any special rules that may be made by the Board in that behalf; (d) state clearly in writing that the Committee shall report its proceedings to the Board, and that the decisions of the Committee shall be subject to the approval of the Board.