Section 402

Section 402. Powers and Functions of the Board.

(a) Between meetings of the House of Delegates, the Board of Governors may perform, not inconsistently with any action taken by the House, the functions that the House itself might perform, except functions reserved by statute to the Members or delegates of members. The Board shall develop methods and specific plans for making the Association and its activities useful to Members in their professional work. The budget of the Association shall be made and administered by the Board. It shall be an essential duty of the Board to exercise supervision of the work of the Section and Committees of the Association, between meetings of the Association, and to transmit to the House the annual and other reports of such Sections and Committees, together with any recommendations or comments as to such reports or as to the activities of any Section or Committee. The Board shall report to the Delegates in the House, within two business days after the meetings of the Board, the actions taken and things done by the Board in pursuance of its powers and duties. Such report shall be in the form of a summary of its minutes, shall include all votes taken on action items deciding PBA policy on an issue where the PBA needs to take a position before the next meeting of the House of Delegates, and shall be signed by the Secretary.

(b) Each Zone Governor shall be ex officio, under the direction of the House, the Board and the President, in charge of all Association matters within his or her Zone.

(c) A member of the Board shall not be personally liable for monetary damages, as such, for any action taken, or any failure to take any action, unless he or she has both:

(1) breached or failed to perform the duties of his or her office under 15 Pa. C.S. Subch 57B relating to performance of a Governor's duties and
(2) such breach or failure to perform constitutes self dealing, willful misconduct or recklessness.

The foregoing exemption from liability shall be retroactive to the fullest extent permitted by law. This exemption from liability shall not apply to the responsibility or liability of a Governor pursuant to any criminal statute or the liability of a Governor for the payment of taxes pursuant to local, State or Federal law. Any repeal or modification of this subsection shall be prospective only, and shall not adversely affect any limitation on the personal liability of a Governor existing at the time of such repeal or modification.



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