Act No. 17, 2008 HUMAN SCIENCES RESEARCH COUNCIL ACT. 2008 Meetings of Board 7. (1) The Board must meet at least four times a year at such times and places as the Board may determine. (2) The Board may determine the procedure for its meetings. (3) The chairperson— (a) may convene a special meeting of the Board; (b) must convene a special meeting within 14 days of the receipt of a written request signed by at least one third of the members of the Board to convene such a meeting. (4) The chairperson or, in the chairperson's absence, a member of the Board elected by the members present, must preside at a meeting of the Board. (5) The quorum for a meeting of the Board is the majority of its members. (6) A decision of the Board must be taken by resolution of the majority of the members present at any meeting of the Board, and in the event of an equality of votes on any matter the person presiding at the meeting has a casting vote in addition to his or her deliberative vote. (7) A member of the Board may not vote or in any manner be present during or participate in the proceedings at any meeting of the Board if, in relation to any matter before the Board, he or she may have any interest which precludes him or her from performing his or her functions as a member of the Board in a fair, unbiased and proper manner. Committees of Board 8. (1) The Board may establish one or more committees to perform such functions of the Board as the Board may determine. (2) The Board may appoint as members of such committees— (a) any member of the Board; (b) any employee of the Council; or (c) any other person with suitable skills or experience. (3) The Board may at any time dissolve or reconstitute a committee. (4) The Board is not absolved from the performance of any function assigned to any committee under this section. Governance committee 9. (1) The Board may establish a governance committee to assist it to perform its functions and to advise it in connection with any matter relating to the proper governance of the Council. (2) The committee establishes policies and guidelines on Board practices. (3) The governance committee is appointed by the Board and consists of— (a) a chairperson, who must be a member of the Board other than the chairperson referred to in section 5(2)(a); and (b) at least two other members who may be members of the Board. (4) No employee of the Council may be appointed as a member of the governance committee. Chief executive officer of Council 10. (1) (a) The Board must with the approval of the Minister appoint a suitably skilled and qualified person as the chief executive officer. (h) In the appointment of the chief executive officer due regard must be had to equality and the other democratic values and principles enshrined in the Constitution. (2) The chief executive officer is responsible for the administration and the general management and control of the day-to-day functioning of the Council, subject to the directions and instructions issued by the Board. (3) The chief executive officer must report to the Board on the required matters. (4) The chief executive officer holds office for a term not exceeding five years on such conditions relating to the payment of remuneration and allowances as the Board, subject to section 11(2), may determine.