§ 45-38.1-4 - Corporation established.
SECTION 45-38.1-4
§ 45-38.1-4 Corporation established.– (a) There is hereby created a public body corporate and agency of the state tobe known as the "Rhode Island health and educational building corporation" assuccessor to the Rhode Island educational building corporation, previouslycreated as a nonbusiness corporation under and pursuant to chapter 6 of title7, as amended by chapter 121 of the Public Laws of 1966, and constituted andestablished as a public body corporate and agency of the state for theexercising of the powers conferred on the corporation under and pursuant to§§ 45-38.1-1 – 45-38.1-24.
(b) All of the powers of the corporation are vested in theboard of directors of the corporation elected at the first meeting of theincorporators of the Rhode Island educational building corporation, and themembers of the board shall continue to serve for the duration of the terms forwhich they were originally elected. Successors to the members of the board ofdirectors shall be appointed by the governor, as follows: prior to the month ofJune in each year, commencing in the year 1968, the governor shall appoint amember to serve on the board of directors for a term of five (5) years tosucceed the member whose term will expire in June of that year. In the event ofa vacancy occurring in the membership of the board of directors, the governorshall appoint a new member of the board of directors for the unexpired term.Any member of the board of directors is eligible for reappointment.
(c) Each member of the board of directors, before enteringupon his or her duties, shall take an oath to administer the duties of his orher office faithfully and impartially, and the oath shall be filed in theoffice of the secretary of state.
(d) The board of directors shall elect two (2) of its membersas chairperson and vice chairperson, and also elect a secretary, assistantsecretary, treasurer, and assistant treasurer, who need not be members of theboard. Three (3) members of the board of directors of the corporation shallconstitute a quorum, and the affirmative vote of the majority of the directorspresent and entitled to vote at any regular or special meeting at which aquorum is present, is necessary for any action to be taken by the corporation;except, however, that the affirmative vote of three (3) members of the board ofdirectors is necessary for the election of officers of the corporation and toamend the bylaws of the corporation. No vacancy in the membership of the boardof directors of the corporation impairs the right of a quorum to exercise allthe powers of and perform the duties of the corporation.
(e) Any action taken by the corporation under the provisionsof this chapter may be authorized by resolution at any regular or specialmeeting, and each resolution takes effect immediately and need not be publishedor posted.
(f) The members of the board of directors shall receivecompensation at the rate of fifty dollars ($50.00) per meeting attended;however, the compensation shall not exceed one thousand five hundred dollars($1,500) per fiscal year per member.
(g) Notwithstanding any other law to the contrary, it shallnot be or constitute a conflict of interest for a trustee, director, officer,or employee of an institution for higher education or a health care provider toserve as a member of the board of directors of the corporation; provided, thatthe trustee, director, officer, or employee abstains from deliberation, actionand vote by the board under this chapter in specific respect to the institutionfor higher education or the health care provider of which the member is atrustee, director, officer, or employee.