§ 42-64-8.2. Role and responsibilities of board members.
(a) Board members of the corporation shall:
(1) Execute direct oversight of the corporation in the effective and ethical management of the corporation;
(2) Understand, review, and monitor the implementation of fundamental financial and management controls and operational decisions of the corporation;
(3) Adopt a code of ethics applicable to each officer, director and employee of the corporation that, at a minimum, includes the standards established in chapter 36-14 (“Code of Ethics”);
(4) Adopt a mission statement expressing the purpose and goals of the corporation, a description of the stakeholders of the corporation and their reasonable expectations from the corporation;
(5) Adopt and periodically update an indemnification policy which shall be set forth in the bylaws of the corporation; and
(6) Perform each of their duties as board members, including, but not limited to, those imposed by this section, in good faith and with that degree of diligence, care, and skill which an ordinarily prudent person in like position would use under similar circumstances and ultimately apply independent judgment in the best interest of the corporation, its mission, and the public.
(b) Board members of the corporation shall establish and maintain written policies and procedures for the following:
(1) Internal accounting and administrative controls in accordance with the provisions of chapter 35-20 (“Public Corporation Financial Integrity and Accountability Act of 1995”);
(2) Travel, including lodging, meals, and incidental expenses, provided that no reimbursement shall exceed the allowable state employee reimbursement amount per day;
(3) Charitable and civic donations and/or contributions; provided, however, that all such donations or contributions shall be voted by the full board during an open meeting and the vote shall be recorded in the minutes of the meeting, together with:
(i) The citation to the specific state statute authorizing the action;
(ii) An explanation of how the donation or contribution relates to the mission of the corporation;
(iii) The identity of any board member or employee of the corporation that will receive any benefit from the donation or contribution;
(iv) Any disclosure required by chapter 36-14 (“Code of Ethics”); and
(v) Each such donation or contribution shall be clearly identified in the financial statements of the corporation.
(4) Credit card use, provided, that pursuant to § 35-20-10, no credit card shall be used for personal use;
(5) Employee reimbursement, including requests by management for business expenses, and expenses classified as gifts or entertainment;
(6) Personnel, including hiring, dismissing, promoting, and compensating employees of the corporation, and provided that no employee of the corporation shall be compensated for sick, vacation, or other leave time to an extent greater than state employees;
(7) Severance pay;
(8) Marketing expenses; and
(9) Lobbyists’ expenses.
(c) The written policies and procedures required by this section and any additional written policies and procedures that the board may adopt shall be approved by the board during an open meeting and the vote shall be recorded in the minutes of the meeting.
History of Section.P.L. 2013, ch. 243, § 5; P.L. 2013, ch. 490, § 5.
Structure Rhode Island General Laws
Title 42 - State Affairs and Government
Chapter 42-64 - Rhode Island Commerce Corporation
Section 42-64-1. - Short title.
Section 42-64-1.1. - Change of name.
Section 42-64-2. - Legislative findings.
Section 42-64-3. - Definitions.
Section 42-64-6. - General powers.
Section 42-64-7. - Additional general powers.
Section 42-64-7.1. - Subsidiaries.
Section 42-64-7.2. - Amendment of the articles of incorporation of a subsidiary public corporation.
Section 42-64-7.3. - Voluntary dissolution of a subsidiary public corporation.
Section 42-64-7.4. - Water supply facilities.
Section 42-64-7.5. - Acceptance of federal grants.
Section 42-64-7.7. - Grant of powers to the corporation.
Section 42-64-7.9. - Orders as to pretreatment of sewage.
Section 42-64-7.11. - Venture capital forum program.
Section 42-64-7.12. - Transfer of functions to the Quonset Development Corporation.
Section 42-64-7.13. - National security infrastructure support fund.
Section 42-64-8. - Directors, officers, and employees.
Section 42-64-8.1. - Appropriation and expenses.
Section 42-64-8.2. - Role and responsibilities of board members.
Section 42-64-8.3. - Transparency requirements established.
Section 42-64-9. - Condemnation power.
Section 42-64-9.1. - Inspection powers.
Section 42-64-9.2. - Civil penalties.
Section 42-64-9.3. - Criminal penalties.
Section 42-64-9.4. - Procedures for enforcement.
Section 42-64-9.5. - Hearings.
Section 42-64-9.6. - Notice of decisions.
Section 42-64-9.7. - Notice of hearing on orders.
Section 42-64-9.8. - Procedure for hearings on orders.
Section 42-64-9.9. - Public access to information.
Section 42-64-9.10. - Rules and regulations — Notice of rule review.
Section 42-64-10. - Findings of the corporation.
Section 42-64-11. - Disposition of projects.
Section 42-64-12. - Community advisory committees.
Section 42-64-13. - Relations with municipalities.
Section 42-64-13.1. - Assistance to urban communities for economic revitalization.
Section 42-64-13.2. - Renewable energy investment coordination.
Section 42-64-14. - Relations with state agencies.
Section 42-64-15. - Bonds and notes of the corporation.
Section 42-64-16. - Short-term notes.
Section 42-64-17. - Security for bonds or notes.
Section 42-64-18. - Reserve funds and appropriations.
Section 42-64-19. - Trust funds.
Section 42-64-20. - Exemption from taxation.
Section 42-64-20.1. - Procedure.
Section 42-64-21. - Notes and bonds as legal investments.
Section 42-64-22. - Agreement of the state.
Section 42-64-23. - Credit of state.
Section 42-64-24. - State’s right to require redemption of bonds.
Section 42-64-25. - Remedies of bondholders and note-holders.
Section 42-64-26. - Authorization to accept appropriated moneys.
Section 42-64-27. - Assistance by state officers, departments, boards and commission.
Section 42-64-28. - Annual financial reports and performance report.
Section 42-64-29. - Inventory of development sites.
Section 42-64-30. - Inconsistent provisions.
Section 42-64-31. - Other statutes.
Section 42-64-31.1. - Rules and regulations.
Section 42-64-32. - Construction.
Section 42-64-33. - Severability.
Section 42-64-34. - Appointment of small business advocate.
Section 42-64-34.1. - Cooperation required.
Section 42-64-35. - Government contract procurement assistance.
Section 42-64-36. - Program accountability.
Section 42-64-37. - Loan and loan guarantee programs.
Section 42-64-38. - Audit of the corporation.
Section 42-64-39. - Business development center.
Section 42-64-40. - Court-approved settlements.
Section 42-64-41. - Report regarding small business lending.