§211F-3 Board of directors; composition. (a) The governing body of the corporation shall be a board of directors consisting of twelve members to be appointed by the governor for staggered terms pursuant to section 26-34 as follows:
(1) Three to be appointed directly by the governor;
(2) Three to be appointed from a list of nominees from the general public submitted by the president of the senate; and
(3) Three to be appointed from a list of nominees from the general public submitted by the speaker of the house of representatives,
and shall be selected on the basis of their knowledge, skill, and experience in the scientific, business, or financial fields. The director of business, economic development, and tourism, a member from the board of the high technology development corporation appointed by the governor, and a member from the board of the natural energy laboratory of Hawaii authority appointed by the governor, or their designated representatives, shall serve as ex officio[,] voting members. Not more than two of the six members of the board appointed from the lists of nominees submitted by the president of the senate and the speaker of the house of representatives, during their term of office on the board, shall be employees of the State. All appointed members of the board shall continue in office until their respective successors have been appointed.
(b) The director of business, economic development, and tourism shall serve as chairperson of the board until such time as a chairperson is elected by the board from the membership. The board shall elect such other officers as it deems necessary.
(c) The members of the board shall serve without compensation, but may be reimbursed for expenses, including travel expenses, incurred in the performance of their duties.
(d) The board shall appoint a president of the corporation who shall serve at the pleasure of the board and shall be exempt from chapter 76. The board shall set the salary and duties of the president.
(e) A board member shall not participate in any corporation decision to invest in, purchase from, sell to, borrow from, loan to, contract with, or otherwise deal with any person with whom or entity in which the board member has a substantial financial interest.
(f) The board may delegate to its president, staff, or others those functions and powers that the board deems necessary or appropriate, including but not limited to the oversight and supervision of employees of the corporation. [L 1990, c 110, pt of §3; am L 1992, c 121, §1; am L 2000, c 253, §150 and c 297, §30; am L 2004, c 215, §4]
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