Revised Laws of Saint Lucia (2021)

20.   Meetings of the Board

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   (1)   The Board shall meet at least once in each month and at any other period as may be necessary or expedient for the discharge of its functions.

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   (2)   The Chairperson may at any time call a special meeting of the Board —

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      (a)     where a written request for that purpose is addressed to him or her by any 3 members of the Board;

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      (b)     where a direction to that effect is addressed to him or her by the Minister; or

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      (c)     at his or her own discretion.

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   (3)   Meetings of the Board shall be held at the place, day, and time the Chairperson, or ⅔majority of the other voting members acting together, determine, and due notice of the place, day and time must be given to each member in writing at least 48 hours before the time the meeting is to be held.

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   (4)   The Chairperson may convene a meeting of the Board by video, teleconference or other electronic means with the concurrence of a ⅔ majority of the voting members.

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   (5)   A member is deemed to be present at a meeting of the Board where the member participates by teleconference or other electronic means and all members participating in the meeting are able to communicate with each other.

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   (6)   At every meeting of the Board the Chairperson or in the absence of the Chairperson, the Deputy Chairperson shall preside.

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   (7)   The quorum for meetings of the Board is ⅔majority of the voting members, and if a quorum is present, the Board is not disqualified for the transaction of business or the validity of any proceedings of the Board by reason of a vacancy among its members or any defect in the appointment of a member.

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   (8)   A decision of the Board shall be adopted by a majority of the votes of members present and voting, and in the event of an equality of votes, the Chairperson or Deputy Chairperson presiding at the meeting shall have a casting vote.

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   (9)   Whenever, in the judgment of the Chairperson, there arises a situation where any action contemplated by the Board requiring the approval of the Board should not be postponed until the next meeting of the Board and cannot await the calling of a special meeting of the Board under subsection (2) —

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      (a)     the Chairperson shall —

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         (i)     request the members to vote without meeting,

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         (ii)     present to each member by rapid means of communication a motion embodying the proposed action;

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      (b)     each member shall as soon as possible, notify the Chairperson of his or her decision or recommendation on the proposed action;

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      (c)     the Chairperson shall cause the results of the vote to be recorded, and shall notify all members of the results and of the status of the decision or recommendation;

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      (d)     the decision or recommendation in writing signed by all the members entitled to receive notice of a meeting of the Board, shall be valid and effectual as if it had been passed by a meeting of the Board duly convened and held and may consist of several documents in the like form each signed by one or more members;

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      (e)     a decision made under paragraph (d) must be ratified by, and recorded in the minutes of the next meeting of the Board.

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   (10)   Notwithstanding subsection (9)(c) and (d), if any member so requests, the matter on which a decision is required shall be referred for consideration by the Board at its next meeting.

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   (11)   The Board may co-opt any one or more persons to attend a meeting of the Board for the purpose of assisting or advising the Board, but no such co-opted person shall have any right to vote.

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   (12)   Minutes of each meeting and transactions of the Board shall be recorded by the Secretary and shall be confirmed by the Board at its next meeting and signed by the Chairperson or Deputy Chairperson, as the case may be.

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   (13)   Subject to the provisions of this Act, the Board may regulate its own procedure for meetings.