(b) against whom criminal proceedings have been instituted for an offence in respect of which a sentence of imprisonment without the option of a fine may be imposed; and while that member is so suspended he shall not carry out any functions as a member. (3) A member suspended in terms of subparagraph (a) of subparagraph (2) shall be given notice in writing of the grounds for the suspension and may, within 14 days of being so notified, make written representations to the Minister showing cause why no finding of misconduct rendering him unsuitable to be member of the Board should be made. (4) The Minister, shall require a member suspended in terms of subparagraph (a) of subparagraph (2) to vacate his office if— (a) no representations are made by the member in terms of subparagraph (3); or (b) the Minister finds that, notwithstanding representations made in terms of subparagraph (3), the member is guilty of the misconduct alleged. Filling of vacancies on Board 5. On the death of, or vacation of office by, a member, the Minister may appoint a qualified person to fill the vacancy: Provided that if as a result of the vacancy the number of members falls below the minimum number specified in paragraph 5, the Minister shall fill the vacancy within three weeks. Chairman and vice-chairman of Board 6. (1) The Minister shall designate one of the members as chairman of the Board and another member as vice-chairman of the Board. (2) The vice-chairman of the Board shall perform the chairman’s functions whenever the chairman is for any reason unable to perform them. (3) The chairman or vice-chairman of the Board may at any time resign his office as such by one month’s notice in writing to the Minister. (4) Whenever the office of chairman or vice-chairman of the Board falls vacant, the Minister shall fill the vacancy within three weeks. Meetings and procedure of Board 7. (1) The Board shall hold its first meeting on such date and at such place as the Minister may fix, being not more than three months after the fixed date, and thereafter the Board shall meet for the dispatch of business as often as is necessary or expedient and, subject to this paragraph, may adjourn, close and otherwise regulate its meetings and procedure as it thinks fit: Provided that the Board shall meet not less than six times in each year. (2) The chairman of the Board— (a) may at any time convene a special meeting of the Board; and (b) shall convene a special meeting of the Board on the written request of— (i) the Minister, within such period as the Minister may specify; or (ii) not fewer than two members, not later than 14 days after his receipt of such request. (3) Written notice of any special meeting convened in terms of subparagraph (2) shall be sent to each member not later than seven days before the meeting and shall specify the business for which the meeting has been convened: Provided that if, in the opinion of the chairman or Minister, as the case may be, the urgency of the business for which the meeting is to be convened so requires, notice of not less than 48 hours may be given. (4) No business shall be discussed at a special meeting convened in terms of subparagraph (2) other than— (a) such business as may be determined by the chairman of the Board, where the chairman of the Board has convened the meeting in terms of subparagraph (a) of subparagraph 2; or (b) the business specified in the request for the meeting, where the chairman of the Board has convened the meeting in terms of subparagraph (b) of subparagraph 2. (5) The chairman or, in his absence, the vice-chairman shall preside at all meetings of the Board: Provided that, if the chairman and the vice-chairman are both absent from a meeting of the Board, the members present may elect one of their number to preside at that meeting as chairman. (6) Three members shall form a quorum at any meeting of the Board. (7) All acts, matters or things authorised or required to be done by the Board may be decided by a majority vote at a meeting of the Board at which a quorum is present. (8) Subject to paragraph 9, at all meetings of the Board each member present shall have one vote on each question before the Board and, in the event of an equality of votes, the chairman shall have a casting vote in addition to a deliberative vote. (9) Any proposal circulated among all members and agreed to in writing by a majority of all members shall have the same effect as a resolution passed at a duly constituted meeting of the Board and shall be incorporated in the minutes of the next succeeding meeting of the Board: Provided that, if a member requires that such proposal be placed before a meeting of the Board, this subparagraph shall not apply to such proposal. - 24 -