Revised Laws of Saint Lucia (2023)

PART IV
ADMINISTRATION AND MANAGEMENT

7.   The Monetary Council

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   (1)   There shall be established a Monetary Council which shall consist of a Minister for Finance appointed by each Participating Government in such manner as it may determine. Each such Minister shall designate an Alternate who shall be a Minister, to serve on the Council in his absence. (Substituted by S.I. 16/2017)

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   (2)   The Council shall meet not less than twice each year to receive from the Governor the Bank's report on monetary and credit conditions and to provide directives and guidelines on matters of monetary and credit policy to the Bank and for such other purposes as are prescribed under this Agreement.

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   (3)   The Council shall establish its own procedures and shall elect one of the Ministers to serve as Chairman. The term of the Chairman shall be one year. In addition to his power to vote, he shall have a casting vote in the event of a tie.

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   (4)   In addition to its regular meetings, the Council may hold such additional meetings as it may decide or when requested by at least 2 of its members.

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   (5)   A quorum of the Council shall consist of 5 members and decisions shall be taken by a simple majority of votes of the members present except as otherwise prescribed under this Agreement.

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   (6)   Decisions of the Council on matters of monetary and credit policy under paragraph (2) shall be communicated in writing to the Bank and such decisions shall be binding on the Bank while they remain in effect.

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   (7)   Whenever, in the judgement of the Board, there arises a situation where any action contemplated by the Bank requiring the approval of the Council should not be postponed until the next meeting of the Council and cannot await the calling of a special meeting of the Council, the Board shall request the Council members to vote without meeting. The Board shall present to each Council member by rapid means of communication a motion embodying the proposed action. At the expiration of the period prescribed for voting, the Board shall record the results, and the Governor shall notify all members. Decisions by this method shall be arrived at by a simple majority of all the members of the Council.

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   (Amended by S.I. 48/1991)

8.   The Board of Directors

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   (1)   The powers of the Bank shall be vested in a Board of Directors, which subject to Article 7, shall be responsible for the policy and general administration of the Bank.

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   (2)   The Board shall have power to make, alter or revoke regulations, notices and orders for the purpose of giving effect to the provisions of this Agreement.

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   (3)   The Board shall consist of the Governor, the Deputy Governor and one Director appointed by each Participating Government.

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   (4)

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      (a)     The seal of the Bank shall be kept in the custody of the Governor or the Deputy Governor and shall be authenticated by the Governor or Deputy Governor and one other Director authorised by the Board to act in that behalf;

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      (b)     All documents, other than those required by law to be under seal, made by, and all decisions of, the Board may be signified under the hand of the Governor or the Deputy Governor.

(Amended by S.I. 48/1991)

9.   The composing of the Board

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   (1)   The appointed Directors shall be persons of recognised standing and experience in one or more of the following areas—

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      (a)     Fiscal and Monetary Policy

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      (b)     Finance and Accounting

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      (c)     Banking

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      (d)     Economics

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      (e)     Law, or

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      (f)     Other related fields,

appointed by the Council on the recommendation of each of its members in a manner so that each of the Participating Governments shall be represented among those Directors on the Board. In exercising his powers each appointed Director shall consider the interests of all the territories subject to the jurisdiction of this Agreement.

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   (2)   The appointed Directors shall be appointed for terms of three years and shall be eligible for re-appointment. (Substituted by S.I. 16/2017)

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   (3)   The Governor and the Deputy Governor shall be appointed by the Council for a period of five years and they shall be eligible for re-appointment. They shall be persons of recognized standing and experience in one or more of the areas listed in paragraph (1). (Substituted by S.I. 16/2017)

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   (4)   The Governor shall—

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      (a)     preside as Chairman at the meetings of the Board;

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      (b)     serve as chief executive officer of the Bank to be in charge of and responsible to the Board for the implementation of the policy and the day to day management of the Bank;

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      (c)     attend all meetings of the Council.

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   (5)   The Governor shall have power to act, contract and sign instruments and documents on behalf of the Bank. He may pursuant to resolutions of and to the extent deemed appropriate by the Board, delegate such powers to other officers.

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   (6)   The composition of the first Board of the Bank shall, for the purpose of ensuring continuity, include all persons serving as directors of the Authority on the day immediately prior to the date on which the Bank is deemed to have been established in accordance with Article 54 paragraph (2) of the Agreement as well as the person then serving as the Deputy Managing Director of the Authority: Provided that—

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      (a)     the persons then serving as Managing Director and Deputy Managing Director of the Authority shall serve respectively as Governor and Deputy Governor of the Bank;

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      (b)

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         (i)     the term of each member of the first Board of the Bank except the Governor and Deputy Governor, shall expire 6 months after the establishment of the Bank, and

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         (ii)     the term of the Governor and Deputy Governor shall expire one year after the establishment of the Bank;

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      (c)     all members of the first Board of the Bank shall be eligible for re-appointment.

10.   The functions of Governor and Deputy Governor

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   (1)   During the absence or disability of the Governor or during any vacancy in the office of the Governor, the Deputy Governor shall exercise the powers and duties of that office. The Board shall make provision for the simultaneous absence or disability of the Governor and the Deputy Governor.

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   (2)   The Governor and the Deputy Governor shall devote the whole of their professional time to the service of the Bank and while holding office shall not without the prior approval of the Board engage in any business, profession or employment, whether remunerated or not, but they may—

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      (a)     act as members of any board or commission appointed by the Council;

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      (b)     become governors, alternate governors, directors or members of any organ, by whatever name called, of any international financial institution, established under any agreement or convention to which one or more of the Participating Governments shall have adhered or given support or approval;

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      (c)     become members of the board of any corporation organised by one or more of the Participating Governments for the purpose of insuring deposits in financial institutions.

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   (3)   The Governor and the Deputy Governor shall not receive any salary or contribution to, or supplementation thereof from any source other than the Bank without the approval of the Council.

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   (4)   The Directors shall be paid such remuneration as shall be determined by the Board with the approval of the Council. The Board shall have power to determine allowances to be paid to Directors.

11.   Disqualification and removal of Governor, Deputy Governor and other Directors

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   (1)   No person shall be appointed or shall remain Governor, Deputy Governor or appointed Director of the Bank who is or becomes—

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      (a)     director, officer or employee of any financial institution within or without the territories of Participating Governments: Provided that Directors of wholly-owned Government Institutions may serve as Directors.

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      (b)     member of the legislature (by whatsoever name called) of a Participating Government.

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   (2)   The Governor, the Deputy Governor or any appointed Director may resign his office by giving notice in writing to the Council.

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   (3)   The Governor, the Deputy Governor or any appointed Director shall be removed from his office by the Council upon—

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      (a)     a finding by ²/₃ of all of the members of the Board of permanent incapacity or serious neglect of, or misconduct in, office; or

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      (b)     on conviction for an offence involving dishonesty or fraud or that is punishable with imprisonment for 12 months or more or a conviction for an offence contrary to Article 15 or 16 of this Agreement; or

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      (c)     his becoming bankrupt or compounding with or suspending payment to his creditors.

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   (4)   (Deleted by S.I. 16/2017)

12.   Incapacity of a Director

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   (1)   If the Governor, Deputy Governor or any appointed Director dies or resigns or otherwise vacates his office before the expiry of the term for which he has been appointed, as soon thereafter as may be practicable the Council shall appoint another to serve for the unexpired period in the manner specified in Article 9 of this Agreement.

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   (2)   Notwithstanding the provisions of Article 11 paragraph (3) of this Agreement the Council, on the finding of the Board of the continuing absence or incapacity of an appointed Director, may on the recommendation of the Participating Government whose recommendation had led to his appointment, or its own initiative in the event that the finding is in respect of the Governor or Deputy Governor, appoint another person to serve until the expiry of the term or a finding by the Board that such state has ceased.

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   (Amended by S.I. 48/1991)

13.   Meetings of the Board

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   (1)   The Board shall meet as often as the business of the Bank may require but not less than once every 3 calendar months. The Board may provide for regular meetings for which 2 weeks' notice shall be necessary; special meetings shall be convened at the written request of the Governor or of any 3 appointed Directors for which reasonable notice shall be required.

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   (2)   For the purpose of voting at a Board meeting, each member of the Board, except the Governor and Deputy Governor, shall have one vote. The Governor and Deputy Governor shall not vote. In the event of an equal division, the Chairman shall have a casting vote.

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   (3)   A quorum at any meeting of the Board shall consist of 5 appointed Directors and decisions shall be taken by a simple majority of votes except as herein otherwise provided.

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   (4)   Where a matter relating to a Participating Government is to be determined by the Board, the Government concerned shall have the right, if it so desires, to send a representative to that meeting of the Board with a view to assisting the Board in making an informed judgement on the matter. The representative shall not, however, have the right to vote, and shall be present only for the specific item for which, in the opinion of the Board, his presence was required.

14.   Remuneration

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   (1)   All appointments of officers and employees of the Bank shall be on such terms and conditions as shall be prescribed by the Board.

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   (2)   The Governor and Deputy Governor shall be paid such salary and allowances as may be approved by the Council.

15.   Conflict of interest

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   (1)   The Governor, the Deputy Governor and each appointed Director shall not act as a representative of any commercial, financial, agricultural, industrial or other (private) interest: and neither they nor any other officer or employee of the Bank shall receive or accept directions from any such interest in respect of duties to be performed under this Agreement.

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   (2)   Every Director shall fully disclose to the Board any (private) interest, industrial or other, which he may directly or indirectly hold or be connected with and which becomes the subject of Board action, and shall refrain from voting on any matter related thereto:

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   Provided that such an interest, if so disclosed shall not disqualify the interested party for the purpose of constituting a quorum.

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   (3)   No Director, officer or employee of the Bank in his official capacity shall accept any gift or advantage for himself or for any person with whom he may have family, business or financial connections.

16.   Preservation of secrecy

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   (1)   The Governor, the Deputy Governor, every appointed Director, and every officer and employee of the Bank shall take an oath of secrecy in the form prescribed by the Board.

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   (2)   Except for the purpose of the performance of his duties or the exercise of his functions, no director, officer or employee of the Bank shall disclose to any person any material information relating to the affairs of the Bank or any financial institution or other person, firm, company or organisation which information he has acquired in the performance of his duties or his functions.

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   (3)   The validity of any act or proceeding of the Bank shall not be affected by any vacancy amongst the Directors or by a defect in the appointment of a Director.