Sec. 32-37. Board of directors.

(a) The powers of the corporation shall be vested in and exercised by the board of directors. Eight members of the board shall constitute a quorum and the affirmative vote of a majority of the members present at a meeting of the board shall be necessary and sufficient for any action taken by the board. No vacancy in the membership of the board shall impair the right of a quorum to exercise all the rights and perform all the duties of the board. Any action taken by the board may be authorized by resolution at any regular or special meeting and shall take effect immediately unless otherwise provided in the resolution. Notice of any regular meeting shall be given in writing, by telephone or orally, not less than forty-eight hours prior to the meeting. Notice of any special meeting shall be given in accordance with subsection (d) of section 1-225.

(b) The board may delegate to three or more of its members such board powers and duties as it may deem proper. At least one of such members shall not be a state employee. The board shall establish such committees, subcommittees or other entities as it deems necessary to further the purposes of the corporation including, but not limited to, a finance committee and one or more technical peer review committees.

(1972, P.A. 248, S. 6; P.A. 88-266, S. 16, 46; P.A. 89-245, S. 10; June Sp. Sess. P.A. 93-1, S. 43, 45; P.A. 00-66, S. 30.)

History: P.A. 88-266 divided section into Subsecs. and, in Subsec. (b) authorized board to delegate powers and duties to three or more of its members, at least one of whom shall not be a state employee, instead of to one or more of its members or its officers, agents and employees; P.A. 89-245 changed the quorum requirement from four to six members, added provisions re notice of special meetings, and added provisions re establishment of committees, subcommittees or other entities, including finance committee and technical peer review committees; June Sp. Sess. P.A. 93-1 amended Subsec. (a) by increasing number of members required for quorum from six to eight, reflecting increase in number of board members, effective July 1, 1993; P.A. 00-66 made a technical change in Subsec. (a).