Section 24Sec./Art. 24

Proceedings of the Board. The proceedings of the Board shall be governed by the following rules:

(a) Notice of Meetings The Board Secretary shall distribute to all members of the Board the notice of meeting, together with the discussion materials, at least three (3) working days prior to the scheduled meeting;

(b) Quorum In determining the existence of a quorum, the Board shall adopt the simple majority rule or one-half (1/2) of the total filled Board seats plus one (1);

(c) Voting For the approval of any policy requiring the disbursement of at least one hundred million pesos (P100,000,000.00) of the OWWA Fund, an affirmative vote of the absolute majority of all the members shall be required. For the approval of all other policies, an affirmative vote of a majority of the members present constituting a quorum shall be necessary;

(d) Attendance in Board Meetings Board members are responsible for attending all Board meetings. The ex officio members of the Board of Trustees may designate in writing their permanent alternate who shall have voting power. The Board shall install teleconferencing facilities in order to muster a quorum during Board meetings;

(e) Presiding Officer The Chairperson shall preside over meetings of the Board. In the absence of the Chairperson, the Vice Chairperson shall preside;

(f) Board Resolution All decisions of the Board shall be expressed in the form of Resolutions and shall take effect upon adoption and signing by all the members present, subject to requisite publication, as may be required by existing laws, rules and regulations; Provided, That resolutions may be modified or superseded by another resolution; and

(g) Records Management and Archiving of Board Documents The Board Secretary shall ensure a complete and thorough recording of all proceedings during a Board meeting. The minutes of the previous meeting shall be made available for approval during the succeeding scheduled Board meeting.

The minutes of the meeting shall contain the attendance, business arising from the minutes of the previous meeting, agreements reached, corresponding resolutions, other items noted or discussed, and instructions issued by the Board.

All minutes of meetings and Board Resolutions, tape recordings, and other documents pertaining to the business of the Board shall be kept and archived pursuant to standard records management systems, procedures and shall be made accessible to the public at all times.

CHAPTER VII

OWWA SECRETARIAT