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[接上页] (2) The Board may determine the composition, functions and procedures of a committee. Cap 565 s 10 Disclosure of interest (1) As soon as practicable after appointment to membership, and when occasion requires after the appointment, a member of the Board or a committee shall declare to the Board in such manner as is for the time being determined by the Board (whether by standing orders or otherwise) any interest of his which is of a class or description so determined. (2) (a) Where a member of the Board or a committee is in any way directly or indirectly interested in a contract made or proposed to be made by the Corporation, or in any other matter whatsoever which is to be considered or determined by the Board or committee (as the case may be), he shall- (i) disclose to the relevant meeting of the Board or committee (as the case may be) the nature of his interest (and such disclosure shall be recorded in the minutes of the meeting); (ii) withdraw from the meeting while the matter is being discussed or considered, unless- (A) if he is not the person presiding at the meeting, he is permitted to take part in such discussion or consideration by the person so presiding; or (B) if he is the person so presiding, a majority of the other members present at the meeting decide so to permit him;(iii) not vote, or otherwise act (apart from, where appropriate, acting pursuant to subparagraph (ii)) as a member of the Board or committee (as the case may be) in relation to the matter; and (iv) neither influence nor seek to influence a decision of the Board or committee (as the case may be) as regards the matter otherwise than in accordance with subparagraph (ii). (b) Where a disclosure is made under paragraph (a) and the person concerned is not required to withdraw from the relevant meeting, then for so long as the matter to which the disclosure relates is being discussed or otherwise considered at such meeting the presence of the person by whom the disclosure was made shall be disregarded for the purposes of forming a quorum for the meeting. (c) The validity of any proceeding of the Board or a committee shall not be affected by the failure by a member of the Board or committee to comply with a provision of this section.(3) The Corporation shall establish and maintain a register ("the register") for the purposes of this section. (4) Where a person makes a declaration required under subsection (1), the Corporation shall cause the name of the person to be entered in the register together with the particulars contained in the declaration, and if, in accordance with such a requirement, the person subsequently makes any such declaration, the particulars already so entered shall be added to or otherwise amended in such manner as the Corporation considers appropriate. (5) The Corporation shall make the register available for public inspection at its principal office at any reasonable time. Cap 565 s 11 Delegation and sub-delegation of functions (1) (a) The Board may delegate any of its functions or the Corporation's functions, other than a function specified in subsection (5), to- (i) the Chief Executive Officer; (ii) any other person employed or engaged by the Corporation to provide a service for the Corporation; or (iii) a committee. (b) Nothing in this subsection shall be construed as enabling any person to execute on behalf of the Corporation any document under seal.(2) (a) A delegation under this section shall not prevent the concurrent performance by the Board of the function delegated. (b) A delegation under this section may contain restrictions or conditions as regards the performance of the function delegated. (c) The Board may amend or revoke a delegation under this section.(3) Where the Board makes a delegation under this section, it may at the same time authorize the Chief Executive Officer or the person or committee to whom the delegation is made to sub-delegate the function delegated and such authorization may contain restrictions or conditions as regards the exercise of such power to sub-delegate. (4) Where the Chief Executive Officer or any other person or a committee acts or purports to act pursuant to a delegation or sub-delegation under this section, he or it shall be presumed, until the contrary is proved, to be acting in accordance with the terms of the delegation or sub-delegation. (5) The Board shall not delegate under this section the function to- (a) delegate under subsection (1); (b) approve plans for the establishment, improvement or development of specified premises under section 8(2)(c)(iii); (c) establish any fund under section 8(2)(n); (d) approve the annual budget of the Corporation under section 8(2)(o); (e) approve the annual report of the Corporation under section 8(2)(p); (f) appoint, and determine the terms and conditions of service of, the Chief Executive Officer under section 14(1); (g) determine the general terms and conditions of service of other employees of the Corporation under section 15(b); |