154A.030 Board of directors -- Senate confirmation -- Qualifications -- Terms -- Removal -- Chairman -- Standards of conduct -- Compensation -- Meetings -- Quorum -- Records -- Appointment and confirm - Kentucky Statutes

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Page 1 of 3 154A.030 Board of directors -- Senate confirmation -- Qualifications -- Terms -- Removal -- Chairman -- Standards of conduct -- Compensation -- Meetings --
Quorum -- Records -- Appointment and confirmation of corporation president
-- Duties -- Removal -- Open board meetings. (1) The affairs of the corporation shall be administered by a board of directors composed of eight (8) members. One (1) member of the board shall be the State
Treasurer, who shall serve on the board in an ex officio capacity. The other seven
(7) members shall be appointed by the Governor, subject to the advice and consent
of the Senate. Members appointed when the Senate is not in session shall serve only
until the next regular session, or special session if such matter is included in the call
therefor of the General Assembly, at which time they shall be subject to
confirmation by the Senate. If the Senate is not in session, the appointments shall be
subject to review by the Interim Joint Committee on State Government which shall
hold a public hearing and shall transmit its recommendations to the Senate. Should
the Senate refuse to confirm a member then he shall forfeit his office as of the date
on which the Senate refuses to confirm him. Any person not confirmed by the
Senate shall not be reappointed as a member for a period of two (2) years. Members
appointed by the Governor, and confirmed by the Senate, shall be residents of the
Commonwealth of Kentucky and serve a term of four (4) years, except that of the
initial members appointed, two (2) shall be appointed for one (1) year with the term
ending on the twenty-eighth (28th) day of November, 1989; two (2) shall be
appointed for two (2) years with the term ending on the twenty-eighth (28th) day of
November, 1990; two (2) shall be appointed for three (3) years with the term ending
on the twenty-eighth (28th) day of November, 1991; and one (1) shall be appointed
for four (4) years with the term ending on the twenty-eighth (28th) day of
November, 1992. Members, confirmed by the Senate, may serve thirty (30) days
beyond the end of their respective terms if their successors have not been appointed
and qualified. If the Governor fails to appoint a successor within thirty (30) days of
expiration of a member's term, the board shall make the appointment. No appointed
member shall serve more than two (2) consecutive four-year terms. No more than
four (4) of the members appointed by the Governor shall be from the same political
party. Appointed members may be removed by the Governor for neglect of duty,
misfeasance, or nonfeasance in office. The board shall annually elect a chairman
from among its appointed members. (2) (a) No member of the board of directors, by himself or through others, shall knowingly:
1. Use or attempt to use his influence in any manner which involves a
substantial conflict between his personal or private interest and his
duties to the corporation; 2. Use or attempt to use any means to influence the corporation in
derogation of the corporation; 3. Use his official position or office to obtain financial gain for himself, or
any spouse, parent, brother, sister, or child of the director; or Page 2 of 3 4. Use or attempt to use his official position to secure or create privileges,
exemptions, advantages, or treatment for himself or others in derogation
of the interests of the corporation or of the Commonwealth. (b) No director shall appear before the board or the corporation in any manner other than as a director. (c) A director shall abstain from action on an official decision in which he has or may have a personal or private interest, and shall disclose the existence of that
personal or private interest in writing to each other member of the board on
the same day on which the director becomes aware that the interest exists or
that an official decision may be under consideration by the board. This
disclosure shall cause the decision on these matters to be made in a meeting of
the members of the board who do not have the conflict from which meeting
the director shall be absent and from all votes on which matters the director
shall abstain. (d) In determining whether to abstain from action on an official decision because of a possible conflict of interest, a director shall consider the following
guidelines:
1. Whether a substantial threat to his independence of judgment has been
created by his personal or private interest; 2. The effect of his participation on public confidence in the integrity of the
corporation and the lottery; 3. Whether his participation is likely to have any significant effect on the
disposition of the matter; 4. The need for his particular contribution, such as special knowledge of
the subject matter, to the effective functioning of the corporation; and 5. Whether the official decision will affect him in a manner differently
from the public, or will affect him as a member of a business,
profession, occupation, or group to no greater extent generally than other
members of his business, profession, occupation, or group. Any director may request a vote of the disinterested members of the board on
whether any director shall abstain from action on an official decision. (e) No director, in order to further his own economic interests, or those of any person, shall knowingly disclose or use confidential information acquired in
the course of his official duties. (f) No director shall knowingly receive, directly or indirectly, any interest or profit arising from the use or loan of lottery funds or funds to be raised
through the lottery. (g) No director shall knowingly accept compensation, other than that provided in this section for directors, for performance of his official duties. (h) No present or former director shall, within one (1) year following termination of his membership on the board, accept employment, compensation, or other
economic benefit from any person or business that contracts or does business
with the corporation in matters in which he was directly involved during his Page 3 of 3 tenure. This provision shall not prohibit an individual from continuing in the
same business, firm, occupation, or profession in which he was involved prior
to becoming a director, provided that, for a period of one (1) year following
termination of his position as a director, he personally refrains from working
on any matter in which he was directly involved as a director. (i) No director, and no spouse, child, brother, sister, or parent of that director shall have a financial interest of more than five percent (5%) of the total value
of any vendor, other supplier of goods or services to the corporation, retailer,
or related entity. The corporation shall provide each member of the board with
a list of all current vendors, which shall be updated on at least a quarterly
basis. (3) Appointed members of the board of directors shall be entitled to five thousand dollars ($5,000) per year as remuneration for serving on the board, except for the
chairman, who shall receive seven thousand five hundred dollars ($7,500), and all
members shall be reimbursed for necessary travel and other reasonable expenses
incurred in the performance of their official duties. (4) The board, upon call of the chairman or the president, shall meet at least monthly for the first eighteen (18) months and bimonthly thereafter and at such other times
as the chairman or the president may determine. Four (4) members of the board
shall constitute a quorum. The board shall also meet upon call of three (3) or more
of the voting members of the board. The board shall keep accurate and complete
records of all its meetings. (5) The State Treasurer shall not be compensated for his service on the board.
(6) The president of the corporation shall be appointed by the Governor subject to confirmation by the board of directors. Should the board of directors refuse to
confirm the appointment of the president, then the Governor shall submit another
name. The person whose appointment was refused shall not be renamed for
confirmation for a period of two (2) years. The board of directors shall meet within
thirty (30) days of the date the Governor submits the name of a nominee for
president of the corporation and shall, within that time frame, either approve or
reject the nomination. The president of the corporation shall manage the daily
affairs of the corporation and shall have such powers and duties as specified by
KRS 154A.070 and by the board of directors. The president shall not be a member
of the board. The president of the corporation may be removed by the board of
directors. (7) All meetings of the board shall be open unless they may be closed under KRS 61.810 or relate to trade secrets, legally-protectable intellectual property,
confidential proprietary information, the security of the corporation in the operation
of the lottery, or the security of the lottery's retailers. Effective: July 15, 1996
History: Amended 1996 Ky. Acts ch. 154, sec. 1, effective July 15, 1996. -- Amended 1994 Ky. Acts ch. 170, sec. 2, effective July 15, 1994. -- Created 1988 (1st Extra.
Sess.) Ky. Acts ch. 1, sec. 3, effective December 15, 1988.