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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)
(2)
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.
(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
4.
Use or attempt to use his official position to secure or create
privileges, exemptions, advantages, or treatment for himself or
(b)
(c)
(d)
(e)
(f)
(g)
(h)
others in derogation of the interests of the corporation or of the
Commonwealth.
No director shall appear before the board or the corporation in any
manner other than as a director.
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.
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.
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.
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.
No director shall knowingly accept compensation, other than that
provided in this section for directors, for performance of his official duties.
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 tenure. This provision shall not prohibit
an individual from continuing in the same business, firm, occupation, or
(3)
(4)
(5)
(6)
(7)
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.
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.
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.
The State Treasurer shall not be compensated for his service on the board.
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.
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.
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