(3) The Deputy Governor shall exercise the powers delegated to him or her under subsection (2) and shall perform such duties and functions of the Governor as the Governor may assign to him or her, and where the Governor is by reason of absence or other incapacity, temporarily unable to perform the duties and functions of that office, the Deputy Governor may perform those duties and functions during the period of absence or incapacity. (4) In the event of both the Governor and Deputy Governor being temporarily unable to perform their duties and functions by reason of absence or other incapacity, the President shall, on the recommendation of the Board, appoint another member of the Board or an officer of the Bank to act as Governor for the period of absence or incapacity. (5) The Governor and the Deputy Governor shall devote the whole of their professional services to the Bank and neither of them shall, without the prior written approval of the Minister acting in consultation with the Board(a) receive remuneration from any source other than the Bank; or (b) occupy any other office or position of employment, whether remunerated or not, except as nominee of the Bank. [Subsec (5) substituted by sec 5 of Act 11 of 2004.] [NAMa15y1997s9]9 Meetings of Board (1) The Board shall meet as often as the business of the Bank may require, but in any case not less than once every three months. (2) The Governor may at any time, and shall at the written request of at least three other members, convene a special meeting of the Board. (3) The Governor shall cause reasonable prior notice of every meeting of the Board to be given to the members of the Board, except in the case of exceptionally urgent circumstances where a Board meeting may be convened without prior notice. (3A) The Board, upon a proposal circulated in any manner to all the members, may take a decision without a meeting of the Board having been convened, and such decision is valid as if it was taken at a meeting of the Board, but only if all members have assented to it in writing. [Subsec (3A) inserted by sec 6 of Act 11 of 2004.] (4) The Governor shall preside over the meetings of the Board, and, in his or her absence from any meeting, the Deputy Governor shall preside at such meeting, and where both the Governor and Deputy Governor are absent from a meeting, the Permanent Secretary: Finance shall preside. (5) The quorum for a meeting of the Board shall be five members. (6) A decision of a majority of the members present and entitled to vote at a meeting, shall constitute the decision of the Board, but in the event of an equality of votes, the person presiding over such meeting shall have a casting vote in addition to his or her deliberative vote. (7) Subject to the provisions of subsection (5), no act or proceedings of the Board shall be invalid merely by reason of the existence of a vacancy on the Board. (8) All acts authorised or decisions taken by the Board shall be valid notwithstanding the subsequent discovery of any defect in the appointment or qualification of any person who sat or acted as a member at the time when the act was authorised or the decision was taken, if the act was authorised or the decision was taken by the majority of the members present at the time who were entitled to sit as such members and to vote. (9) The Board shall cause accurate minutes of the proceedings at its meetings to be kept. [NAMa15y1997s10]10 Disclosure of interest (1) A member of the Board who has a direct or indirect personal, pecuniary, commercial, agricultural, industrial, or other interest in any matter being or about to be