National Provident Fund Restructuring Act 1990

Schedule 4 Provisions applying in respect of Board

s 17

1 Vacation of office

(1)

Any member of the Board may at any time resign his or her office as a member of the Board by notice in writing addressed to the Minister.

(2)

The powers of the Board shall not be affected by any vacancy in its membership.

2 Remuneration, allowances, and expenses of members of Board

There shall be paid to or in respect of the members of the Board out of such of the pools of the global asset trust or the property of such of the existing schemes as the Board considers appropriate, such remuneration for services as members of the Board and such expenses incurred in carrying on the affairs of the Board as may be determined from time to time by the Board and approved by the Minister.

Schedule 4 clause 2: substituted (with effect on 1 April 1991), on 7 November 1991, by section 13(1) of the National Provident Fund Restructuring Amendment Act 1991 (1991 No 114).

3 Other provisions relating to Board

(1)

The Board may appoint any or all of the following:

(a)

a secretary to the Board and any officers, employees, and advisers that the Board considers necessary:

(b)

a company or other person to provide to the Board secretariat or other services that the Board considers necessary.

(1A)

There may be paid to, or in respect of, any secretary, officer, employee, adviser, company, or other person referred to in subclause (1), out of any of the pools of the global asset trust or the property of the existing schemes that the Board considers appropriate, remuneration, fees, or expenses as the Board determines.

(1B)

The Board may, on any terms and conditions that the Board considers appropriate, subscribe for or acquire, and hold, shares or other securities issued by a company that provides (or is to provide or has provided) secretariat or other services to the Board.

(1C)

Subclause (1B) applies whether or not—

(a)

the company has shareholders other than the Board; and

(b)

the company also provides services to other persons.

(1D)

Any money payable by the Board in respect of shares or other securities under subclause (1B) is to be paid out of any of the pools of the global asset trust or the property of any of the existing schemes or otherwise as the Board considers appropriate.

(1E)

Sections 16, 31, and 53 do not limit or negate subclause (1B).

(2)

The common seal of the Board shall not be affixed to any document or instrument except by the authority of the Board and in the presence of any 2 of the following persons, namely, the members of the Board, the secretary to the Board, and such other persons as the Board may appoint for the purposes of this subclause, and those 2 persons shall sign every document or instrument to which the seal is affixed in their presence.

(3)

The Board may, by instrument in writing, appoint an attorney or attorneys of the Board to exercise any or all of the powers of the Board and for such period and on such other terms and conditions as the Board shall determine.

Schedule 4 clause 3(1): substituted, on 22 August 2001, by section 38(2) of the Government Superannuation Fund Amendment Act 2001 (2001 No 47).

Schedule 4 clause 3(1A): substituted, on 22 August 2001, by section 38(2) of the Government Superannuation Fund Amendment Act 2001 (2001 No 47).

Schedule 4 clause 3(1B): inserted, on 22 August 2001, by section 38(2) of the Government Superannuation Fund Amendment Act 2001 (2001 No 47).

Schedule 4 clause 3(1C): inserted, on 22 August 2001, by section 38(2) of the Government Superannuation Fund Amendment Act 2001 (2001 No 47).

Schedule 4 clause 3(1D): inserted, on 22 August 2001, by section 38(2) of the Government Superannuation Fund Amendment Act 2001 (2001 No 47).

Schedule 4 clause 3(1E): inserted, on 22 August 2001, by section 38(2) of the Government Superannuation Fund Amendment Act 2001 (2001 No 47).

4 Meetings

(1)

Meetings of the Board shall be held at such times and places as the Board or its chairperson from time to time appoints.

(2)

The chairperson, or any 2 members, may at any time call a special meeting of the Board.

(3)

The quorum necessary for the transaction of business at any meeting of the Board shall be 3 members.

(4)

At all meetings of the Board the chairperson shall preside if he or she is present. If the chairperson is absent, the members present shall appoint one of their number to be chairperson of that meeting.

(5)

All questions arising at any meeting of the Board shall be decided by a majority of the votes recorded thereon.

(6)

At any meeting of the Board the chairperson or other person presiding shall have a deliberative vote and, in the case of an equality of votes, shall also have a casting vote.

(7)

A resolution in writing signed, or assented to by letter, telegram, telex, facsimile, or other electronic means by all the members of the Board shall be as valid and effectual as if it had been passed at a meeting of the Board duly called and constituted.

(8)

Subject to the provisions of this Act, the Board may regulate its procedure in such manner as it thinks fit.

5 Committees of Board

(1)

The Board may establish 1 or more committees, each of which may comprise 1 or more members of the Board or other persons as the Board thinks fit.

(1A)

A member of the Board may be counted in the quorum, and vote, in respect of a proposal to—

(a)

establish a committee to consider and determine a matter; or

(b)

delegate to a committee any of the Board’s powers in respect of a matter,—

whether or not the member has a conflict of interest in relation to that matter.

(2)

There may be paid to or in respect of the members of any committee established under this clause out of such of the pools of the global asset trust or the property of such of the existing schemes as the Board considers appropriate, such remuneration for services and such expenses as may be determined from time to time by the Board and approved by the Minister.

(3)

The procedure of a committee established under this clause shall be determined by the Board by notice in writing.

Schedule 4 clause 5(1): substituted, on 22 August 2001, by section 38(3) of the Government Superannuation Fund Amendment Act 2001 (2001 No 47).

Schedule 4 clause 5(1A): inserted, on 22 August 2001, by section 38(3) of the Government Superannuation Fund Amendment Act 2001 (2001 No 47).

Schedule 4 clause 5(2): substituted (with effect on 1 April 1991), on 7 November 1991, by section 13(3) of the National Provident Fund Restructuring Amendment Act 1991 (1991 No 114).

Schedule 4 clause 5(3): added (with effect on 1 April 1991), on 7 November 1991, by section 13(3) of the National Provident Fund Restructuring Amendment Act 1991 (1991 No 114).

6 Delegation of Board’s powers

(1)

The Board may from time to time, by writing either generally or particularly, delegate to any committee established under this Act, or to any person, all or any of its powers including, in respect of any power of the Board to appoint investment managers, administration managers, or custodians under the trust deed for the global asset trust or a trust deed for an existing scheme, the power to further delegate that power.

(2)

Subject to any general or special directions given or conditions attached by the Board, the delegate may exercise any powers delegated to it in the same manner and with the same effect as if they had been conferred directly by this clause and not by delegation.

(3)

A delegation continues in force (unless and until it is revoked) according to its tenor despite the fact that all or any of the members of the Board at the time when the delegation was made have ceased to hold office, and continues to have effect as if made by their successors in office.

(4)

In the event of any member of a committee to whom a delegation has been made ceasing to hold office, the delegation continues to have effect as if made to the persons for the time being holding office as members of the committee.

(5)

A delegate who purports to act pursuant to a delegation under this clause is presumed to be acting in accordance with the terms of the delegation in the absence of proof to the contrary.

(6)

The delegation is revocable at will, and does not prevent the exercise of any power by the Board.

Schedule 4 clause 6: substituted, on 22 August 2001, by section 38(4) of the Government Superannuation Fund Amendment Act 2001 (2001 No 47).