Victorian Current Acts Victorian Current Acts(1) The Chairperson—
(a) may at any time; and
(b) must, if requested to do so by a Director—
convene a meeting of the Board to be held at a place and time determined by the Chairperson.
(2) The Board may transact any of its business at a meeting at which the Directors or any of the Directors participate by telephone, closed-circuit television or any other means of communication that does not require the presence of each director in the same place.
(3) The Chairperson must preside at any meeting of the Board at which the Chairperson is present.
(4) If the Chairperson is not present at the time fixed for the commencement of a meeting of the Board—
(a) the acting Chairperson must preside; or
(b) if there is no acting Chairperson, the Directors present at the meeting must elect a Director to preside.
(5) A majority of Directors in office at the time constitute a quorum at a meeting of the Board.
(6) Subject to the presence of a quorum, the Board may act notwithstanding any vacancy in the office of a Director.
(7) A question arising at a meeting of the Board is to be determined by a majority of votes of the Directors present and voting on the question.
(8) In the event of an equality of votes on a question at a meeting of the Board, the Chairperson or other person presiding at that meeting has a second or casting vote.
(9) Subject to this Act, the Board may regulate its own procedure.
(10) An act or decision of the Board is not invalid by reason only—
(a) of a vacancy in the office of a Director; or
(b) of any defect or irregularity in or in connection with the appointment of a Director; or
(c) in the case of a person appointed to act as Chairperson or as a Director, that the occasion for so acting has not arisen or has ceased.