Section 52: Meetings of Board of Directors

1) The meetings of the board shall be held at least six times in a year.

Provided that the interval between any two meetings shall not exceed two months.

2) The chairperson shall convene a Board of Directors meeting at any time when at least one-fourth of the directors request in writing to convene the meeting and mention the agenda to be discussed in the meeting.

3) The chairperson shall specify the place, date, and time of the board meeting.

4) The chairperson shall preside over board meetings. In the absence of the senior most director shall preside over the meeting chairperson, the meeting shall be presided over by the senior most director.

5) No meeting of the board shall be held unless it is attended by at least fifty-one percent of the total number of directors.

6) The decision of a majority in the board meeting shall be binding, and only in the event of a tie may the chairperson exercise the casting vote.

7) A Separate book shall be maintained for the minutes of the meeting, recording the names of directors present, subject matters discussed, and decisions taken. The book should be duly signed by all the members present.

Provided that if any director puts forward any opinion opposed to or differing from the decision in the course of discussions on any subject in a meeting, they may mention the same in the minute book.

8) Where any agenda in which any member director has a direct or indirect personal interest is to be discussed at the meeting of the board, such a member shall give information as to such interest to the board prior to the commencement of discussion on such matter, and such member shall not take part in such meeting.

9) The board of directors may, if necessary, invite any national or foreign expert in a related field to attend the meeting as an observer.

10) The member of the board of directors shall receive meeting and other allowances, as prescribed by the general meeting within the purview of the directives issued by the Nepal Insurance Authority, for his presence in the meeting.