SEC. 12. Board of Directors—Composition&mdashThe corporate powers of the Authority shall be vested in and exercised by a Board of Directors herein referred to as the Board, which shall be composed of five members including its chairman, appointed by the President of the Philippines with the consent of the Commission on Appointments. The governors of the provinces of Aklan, Capiz, Antique and Iloilo shall be members ex-officioof the Board and as such shall take part in all its meetings, deliberations and discussions but they shall not have the right to vote, except as hereinafter provided.
SEC. 13. Chairman-General Manager.&mdashThe President of the Philippines shall designate the Chairman of the Board, who shall at the same time be the General Manager of the Authority, notwithstanding any provision of law to the contrary.
SEC. 14. Acting Chairman-General Manager.&mdashIn case of temporary vacancy in the position of the Chairman-General Manager caused by absence or temporary incapacity, the Chairman-General Manager shall designate a person of his confidence&mdashnot necessarily a member of the Board&mdashto act as acting Chairman-General Manager during his temporary absence or incapacity which shall not be more than forty-five days at any one time nor more than one hundred and twenty days for any one year period.
SEC. 15. Appointment and Tenure.&mdashThe members of the Board of Directors first appointed shalll serve for the period designated by the president of the Philippines in their respective appointments and the terms of office shall expire as follows:
One at the end of the second year; two at the end of the fourth year; and two including the Chairman-General Manager, at the end of the sixth year after the approval of their appointments. The succeeding members of the Board shall be appointed in the same manner as the original members and shall serve for a term of six years from the date of the expiration of the term for which their predecessors were appointed: Provided,That a member appointed to fill a vacancy in the Board, occuring prior the expiration of the term for which his predecessor was appointed shall serve only for the unexpired term.
SEC. 16. Quorum.&mdashThree members of the Board present at a meeting shall constitute a quorum to transact the business of the Board. Vacancies in the Board shall be filled as provided in Section fifteen of this act, votings shall be by a majority of actual membership.
SEC. 17. Qualifications of Directors.&mdashNo person shall be appointed member of the Board of Directors unless he be a natural born citizen of the Philippines, familiar with the social and economic conditions obtaining in the Region, a permanent resident therein and possessed with sufficient experience and background in the management of agricultural, industrial or similar enterprises or public administration.
Economists, planners or other technical persons employed in other government agencies may be appointed as members of the Board and shall receive per diemstherefor: Provided,That their appointments are made with the consent of their chiefs of office.
SEC. 18. Prohibition against "conflict of interest."&mdashNo member of the Board shall, during his term of office, be financially interested directly or indirectly in any contract with the Authority or in any special privelege granted by the Authority nor shall any such member engage in any business which may be affected by or related to the exercise of the Authority of its functions and powers.
SEC. 19. Suspension or Removal.&mdashA member of the Board may be suspended or removed by the President of the Philippines only for a cause.
SEC. 20. Board Meetings.&mdashThe Board shall hold its regular meetings at the Principal Office of the Authority once every month, the specific day to be fixed by the Board. Special meetings shall be held as frequently as the Board or the Chairman General-Manager may deem necessary, Provided,That there shall not be more than four such special meetings in any one month.
SEC. 21. Per Diems.&mdashThe Authority shall provide the members of the Board, except the Chairman-General Manager, a per diem of one hundred pesos for every regular or special meeting attended, and for the reimbursement of travelling and subsistence expenses incurred by them in the performance of their duties: Provided,That in no case will the total amount received by each exceed the sum of eight hundred pesos for any one month.
SEC. 22. Powers of the Chairman-General Manager.&mdashThe Chairman-General Manager shall be the Chief Executive of the Authority and as such shall exercise and perform the following powers and duties:
(a) To prepare the agenda for the meetings of the Board and to submit for its consideration and approval the policies and measures which he deems necessary and proper to carry out the purposes and provisions of this Act;
(b) To call a special meeting of the Board upon written request of at least three members thereof or on his own initiative;
(c) To administer, execute and implement the policies and measures approved by the Board.
(d) To exercise direct control and supervision over the operations and internal administration of the Authority Provided,That the Chairman-General Managewr may delegate some of his administrative responsibilities to other officers of the Authority subject to the rules and regulations of the Board;
(e) To sign contracts and other documents for the Authority on prior approval of the Board of Directors; and
(f) To exercise such other powers and perform such other acts as vested in him by the Board.
SEC. 23. Qualifications and Compensations of the Chairman-General Manager.&mdashThe Chairman-General Manager shall have the same qualifications as the members of the Board of Directors provided in Section seventeen of this Act and shall receive an annual compensation of eighteen thousand pesos, which shall be charged against the annual appropriation for the operating and overhead expenses of the Authority. A provincial governor who is an ex-officiomembers of the Board of Directors, as provided in Section twelve of this Act, may be appointed Chairman-General Manager of the Authority during his incumbency as Governor and shall serve as such Chairman-General Manager in the manner and for the period provided in Section fifteen of this Act: Provided,That the provincial governor so appointed Chairman-General Manager of the Authority shall receive only the salary pertaining to, either the Office of Provincial Governor or Chairman-General Manager of the Authority, whichever he may choose: And provided, further.That the Provincial Governor thus appointed shall be entitled to all allowances allowed to both offices, any provision of law to the contrary notwithstanding.
SEC. 24. Residence requirement.&mdashThe Chairman-General Manager shall be required to reside in the vicinity of the principal office of the Authority.
SEC. 25. Key officials.&mdashThe Chairman-General Manager shall supervise the activities of the Authority through the following administrative officials who shall be directly responsible to him:
(a) An Assistant General Manager, who shall head the Department of Research and Planning&mdashTo conduct surveys, make researches and compile statistics and map out plans and programs;
(b) An Assistant General Manager, who shall head the Program Implementation Department which shall take charge of implementaton of the plans and programs, and exercise supervision and control over specific projects undertaken by the Authority;
(c) A Corporate Counsel with the rank of Department Head to advise and represent the Authority on all legal matters, procedures and actions;
(d) Such other officials as the Board may deem necessary for the efficient conduct of the activities of the Authority.
SEC. 26. Appointment of Officials.&mdashDepartment heads and division chiefs shall be appointed by the Chairman-General Managewr upon recommendation of the Board. Officials and employees below the rank of division chief shall be appointed by the Chairman-General Manager upon written recommendation of the department head concerned, to positions in the approved budget. Positions in the Authority shall be exempt from the Civil Service Law and the Wage and Position Classification Office.
SEC. 27. Promotions of Officials.&mdashPromotion of officials, employees and other agents of the Authority shall be made on the basis of merit, capacity, efficiency and fitness in accordance with the system to be devised by the Authority upon organization.
SEC. 28. Scale of wages.&mdashAll contracts entered into by the Authority which require the employment of persons shall be required to contain a provision for the payment of the minimum wage fixed by law or the current wage for work of similar nature prevailing in the vicinity where the work is to be done, whichever is the higher, to the persons so employed. Disputes as to the prevailing rates of wages for a particular work in a particular vicinity shall be referred to the Secretary of Labor for determination.
Source: Official Gazette of the Republic of the Philippines — Philippine laws are public documents (works of the government).
