§211F-3  Board of directors; composition. (a)  The governing body of the corporation shall be a board of directorsconsisting of twelve members to be appointed by the governor for staggeredterms pursuant to section 26-34 as follows:

(1)  Three to be appointed directly by the governor;

(2)  Three to be appointed from a list of nomineesfrom the general public submitted by the president of the senate; and

(3)  Three to be appointed from a list of nomineesfrom the general public submitted by the speaker of the house ofrepresentatives,

and shall be selected on the basis of theirknowledge, skill, and experience in the scientific, business, or financialfields.  The director of business, economic development, and tourism, a memberfrom the board of the high technology development corporation appointed by thegovernor, and a member from the board of the natural energy laboratory ofHawaii authority appointed by the governor, or their designatedrepresentatives, shall serve as ex officio voting members.  Not more than twoof the six members of the board appointed from the lists of nominees submittedby the president of the senate and the speaker of the house of representatives,during their term of office on the board, shall be employees of the State.  Allappointed members of the board shall continue in office until their respectivesuccessors have been appointed.

(b)  The director of business, economicdevelopment, and tourism shall serve as chairperson of the board until suchtime as a chairperson is elected by the board from the membership.  The boardshall elect such other officers as it deems necessary.

(c)  The members of the board shall servewithout compensation, but may be reimbursed for expenses, including travelexpenses, incurred in the performance of their duties.

(d)  The board shall appoint a president of thecorporation who shall serve at the pleasure of the board and shall be exemptfrom chapter 76.  The board shall set the salary and duties of the president.

(e)  A board member shall not participate inany corporation decision to invest in, purchase from, sell to, borrow from,loan to, contract with, or otherwise deal with any person with whom or entityin which the board member has a substantial financial interest.

(f)  The board may delegate to its president,staff, or others those functions and powers that the board deems necessary orappropriate, including but not limited to the oversight and supervision ofemployees of the corporation. [L 1990, c 110, pt of §3; am L 1992, c 121, §1;am L 2000, c 253, §150 and c 297, §30; am L 2004, c 215, §4]