Board of Directors.
Section 6
SEC. 6. Board of Directors.—The affairs and business of the Company shall be directed, its powers exercised and its properties managed and preserved by a Board of Directors, hereinafter referred to as the Board, consisting of a Chairman, a Vice-Chairman and seven other members to be appointed by the President of the Philippines who shall serve for a term of three (3) years, unless sooner removed for any cause. The Board shall convene as frequently as may be necessary to discharge its responsibilities properly, but shall meet at least once every two (2) weeks. The Board may be convened by the Chairman or, in his absence, by the Vice-Chairman; The presence of at least five (5) members shall constitute a quorum to do business, and the majority vote of the members present, there being a quorum, shall be necessary for the adoption of any resolution, rule, regulation, decision or any other act of the Board. The Chairman and other members of the Board shall receive per diem for each Board meeting actually attended, as the Board may determine; Provided, that such per diem shall not exceed Two Thousand Pesos (P2,000.00) during any one month for each member. The members shall also be entitled to reimbursable transportation and representation allowances in going to and coming from Board meetings and transacting official business for the Company. Whenever any member of the Board has a personal interest of any sort on a matter before the Board, or any of his business associates, or any of his relatives within the fourth degree of consanguinity or second degree of affinity has such an interest, said member shall not participate in the discussion or resolution of the matter and must retire from the meeting during deliberations thereon. The subject matter, when resolved and the fact that a member had a personal interest in it, shall be made available to the public and the minutes of the meeting shall note the withdrawal of the member concerned.