ABSTRACT
At the same time, the Board of Governors has full powers to exercise authority over any matter delegated to the Board of Executive Directors. The Board of Governors must hold an annual meeting and such other meetings, as may be provided for by the Board or called by the Board of Executive Directors according to the Rules of Procedure. The majority of the Governors, according to the Rules of Procedure, constitute a quorum for a meeting of the Board provided that such majority represents not less than two-thirds of the total voting power of the members. Any meeting of the Board at which there is no quorum has to be adjourned for 48 hours. At the end of each annual meeting, the Board elects a Governor to serve as Chairman and two other Governors to serve as Vice Chairmen until the end of the next annual meeting. The Secretary of the Bank serves as the Secretary of the Board of Governors. The Board of Governors may establish at any of its meetings such committees as it may deem necessary or appropriate to facilitate its work. Whenever a formal vote is required, a written text with the proposal has to be distributed to the members. No Governor or Alternate is entitled to vote at any meeting by proxy or by a method other than in person. The Board is also authorised to decide matters without calling a special meeting and by circulating a proposal and requesting for a vote by the Governors within a stipulated period. If the replies received do not include the majority of Governors exercising two-thirds of the total voting power, which is required for a quorum of a Board of Governors, the proposal is considered as lost. The Governors and their Alternates perform their duties without remuneration from the Bank. The Bank may reimburse them for reasonable expenses incurred in attending meetings.
