[Rev. 2012]
Kenya Broadcasting Corporation
CAP. 221
7. Quorum
The quorum necessary for the transaction of business by the Board shall be
two-thirds of the total number of directors for the time being appointed to the Board
and the number nearest to but not less that two-thirds.
8. Chairman
The chairman shall preside at meetings of the Board:
Provided that if he is not present at the start or at any time during a meeting,
the directors present, if a quorum, may choose one of their number, other than the
Managing Director, to act as chairman during the chairman’s absence from that
meeting.
9. Voting
Questions arising at meeting shall be decided by a majority of the votes of the
directors present and voting:
Provided that in the case of any equality of votes, the chairman of the meeting
shall have a second or casting vote.
10. Minutes
The Board shall cause minutes to be kept of all resolutions and proceedings at
each meeting and of the directors thereat.
11. Other procedures
Subject to the provisions of this Schedule, the Board may determine its own
procedure, and the procedure for any committees of the Board and for the
attendance of other persons at its meetings, and may make standing orders in
respect thereof.
12. Disclosure of interest
(1) If a director is directly or indirectly interested in any contract, proposed
contract, or other matter and is present at a meeting of the Board at which the
contract, proposed contract or other matter is the subject of consideration, he
shall, at the meeting and as soon as practicable after the commencement thereof,
disclose the fact, and shall not take part in the consideration or discussion of, or
vote on, any question with respect to the contract or other matter, or be counted in
the quorum of the meeting during the consideration of the matter.
(2) A disclosure of interest made under this paragraph shall be recorded in the
minutes of the meeting at which it is made.
13. The common seal
The affixing of the common seal of the Corporation shall be authenticated by
the signatures of the chairman or some other director authorized generally or
specially by the Board to act for the purpose, and of an employee of the Corporation
authorized generally or specially by the Board to act for the purpose.
K3 - 20
[Issue 1]