| (1) | The affairs of the Corporation are managed and controlled by a Board of directors, which, subject to this Act, exercises the powers and performs the duties conferred or imposed upon the Corporation by this Act and any other law. |
| (2) | The Board consists of no more than eight persons, namely— |
| (a) | a representative from the National Treasury appointed by the Director-General; |
| (b) | a Deputy-Governor appointed by the Governor; |
| (c) | the Chief Executive Officer; |
| (f) | the Group Chief Financial Officer of the Reserve Bank; and |
| (g) | no more than two persons appointed by the Governor as directors with the concurrence of the Minister. |
| (3) | A director of the Board appointed in terms of subsection (2)(g)— |
| (a) | holds office for a term of no more than five years, as the Governor may determine; |
| (b) | is, at the expiry of that term, eligible for re-appointment for one further term of no more than five years; and |
| (c) | must vacate office before the expiry of a term of office if that person— |
| (i) | resigns from office, by giving at least three months written notice to the Governor or a shorter period that the Governor may accept; or |
| (ii) | is removed from office. |
| (4) | The Governor must, at least three months before the end of the first term of office of a director of the Board appointed in terms of subsection (2)(g), inform the director of the Board whether the Governor proposes to seek the re-appointment of the person as a director of the Board. |
| (5) | The Governor must, subject to due process, remove a director of the Board appointed in terms of subsection (2)(g) from office if the director of the Board becomes a disqualified person. |
| (6) | The Governor must, subject to due process and with the concurrence of the Minister, remove a director of the Board appointed in terms of subsection (2)(g) from office if the director— |
| (a) | is unable to perform the duties of office for health or other reasons; |
| (b) | has failed in a material way to discharge any of the responsibilities of office, including any responsibilities entrusted in terms of legislation; or |
| (c) | has acted in a way that is inconsistent with continuing to hold the office. |
| (7) | Without limiting subsection (6)(b), a director of the Board appointed in terms of subsection (2)(g) must be taken to have failed in a material way to discharge the responsibilities of office if he or she is absent from two consecutive meetings of the Board without the leave of the Board. |
| (8) | The Governor, with the concurrence of the Minister, may appoint one of the members of the Board, except the one mentioned in subsection (2)(e) or (f), as chairperson, and the Board may elect, from among themselves, another director of the Board as vice-chairperson. |
(9)
| (a) | A director of the Board may nominate a person to act as alternate for him or her at a particular Board meeting, or Board meetings generally, where the director is unable to attend. |
| (b) | If the Board agrees, the nominee has, for meetings where the director of the Board is unable to attend, the same rights and obligations as the director of the Board. |
| (10) | A person may not act as an alternate if the person— |
| (a) | is a disqualified person; or |
| (b) | is not ordinarily resident in the Republic. |
[Section 166AI inserted by section 51 of the Financial Sector Laws Amendment Act, 2021 (Act No. 23 of 2021), Notice No. 789, GG45825, dated 28 January 2022- effective 24 March 2023 per (a) of Commencement Notice No. 3202, GG48294, dated 24 March 2023]
