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IWl'UBUC OP OlIANA

VOLTA RIVER AUTIIORITY

STANDING ORDERS

Adopted 28th December, 1961

STANDING ORDERS

for the

VOLTA RIVER AUTHORITY(Section 7 of the Volta River Development Act)

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1. AUTHENTICATION

These Standing Orders were approved by Resolution of theAuthority on the twenty-eighth day of December, 1961, the saidResolution being contained in Minute No. VRA/4 of the Minutesof the First Meeting of the Authority. The original of these StandingOrders, signed by the Chairman and countersigned by the ChiefExecutive, is annexed to the said Minutes.

The Standing Orders are to regulate some of the Authority'sinternal affairs. They may be altered or revoked at any meeting ofthe Authority of which an Agenda, including the wording of therevocation or alteration as proposed, has been circulated to allMembers of the Authority not less than two weeks before the datefixed for the meeting.

2. PLACE OF MEETING

Meetings of the Authority shall be held at such time and placeas the Chief Executive after consultation with the Chairman shalldirect.

3. FREQUENCY OF MEETINGS

(a) A Meeting of the Authority shall be held at least once inevery quarter ending on the last day of March, June,September or December. Such meetings shall be known asOrdinary Meetings. At least two months shall elapse:betweenOrdinary Meetings.

(b) Extraordinary Meetings of the Authority shall be held at.the request of the Chairman, or, after consultation with theChairman, by the Chief Executive, whenever any businessarises which seemsto justify the holding of an ExtraordinaryMeeting, and which it would be expedient to settle beforethe next Ordinary Meeting. An Extraordinary Meetingshall also be held not later than fourteen days after a formalrequest for such a meeting, signed by not less than fourMembers of the Authority, and stating the specificpurposefor which the Extraordinary Meeting is to be called, hasbeen deposited in writing with the Chief Executive,

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(c) Emergency Meetings of the Authority may be called by theChairman or, after consultation with the Chairman, by theChief Executive. The sole business at an Emergency Meetingshall be to decide an issue or issues of exceptional urgencyfor which the meeting has been called and which, it isconsidered, cannot wait until the next Ordinary Meeting orfor an Extraordinary Meeting.

4. NOTICE OF MEETINGS

(a) Notice in writing of the date and time of an OrdinaryMeeting shall be regarded as given when despatched by theSecretary by post, messenger or other means, to all Membersof the Authority not less than seven nor more than fourteendays before the date fixed for the Meeting. Wheneverpracticable, the notice shall include the Agenda for theMeeting, and such Papers and Memoranda as may benecessary for the proper consideration of the matters listedon the Agenda.

(b) Notice in writing of an Extraordinary Meeting shall beregarded as given when despatched by the Secretary by post,messenger or other means, to all Members of the Authorityat least four clear days before the date of the Meeting;Agenda and Papers shall be circulated with the noticewhenever practicable, and the notice shall be circulated withthe Agenda in the case of an Extraordinary Meeting calledat the request of four or more Members as in Order 3 (h).

(c) Notice of an Emergency Meeting shall be regarded as givenwhen despatched by the quickest available means by theChief Executive and Secretary to all available Members ofthe Authority. If time permits, a brief statement of thepurpose ofthe Meeting shall be conveyed to Members. It isnot essential that such notice shall be in writing.

(d) Notice of an Extraordinary or Emergency Meeting includinga brief statement of the purpose thereof shall be sent bycable to all Members outside Ghana at the time such noticeis given.

5. AGENDA A$ PAPERS

The following arrangements for the preparation of Agenda andthe circulation of Papers shall whenever practicable be adopted:

A. Ordinary MeetingsThe Agenda for an Ordinary Meeting shall be prepared by the

Secretary, and shall include all items required for the normalconduct of the Authority's business which require decision byResolution, all items conveying information and progress reports

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to Members of the Authority, and all items upon which the policydecision of the Authority is required or seems desirable. TheAgenda may include an item "Any other business", and underthis item may be taken items which in the discretion ofthe Chair-man of the meeting it seems desirable to take. In addition, itemsfor inclusion on the Agenda may be conveyed to the Secretaryby any Member in writing, provided that the inclusion of theitem is supported by at least one other Member and these shallbe submitted to the Chairman through the Chief Executive forthe Chairman's direction whether the item concerned shall beincluded in the Agenda. Such items shall not be accepted by theSecretary later than fourteen days before the date fixed for theOrdinary Meeting concerned.

Except for purely routine matters well known to all Members ofthe Authority, each item on the Agenda shall be supported by aMemorandum or Statement setting out the problem succinctly,statistics or data as far as possible being relegated to Appendices,and proposing a solution; where a Resolution is required, thepaper should include a draft Resolution for consideration.B. Extraordinary Meetings

Whenever possible, the preparation of Agenda and Papersfor Extraordinary Meetings should follow the same principlesas those for Ordinary Meetings. However, where time does notpermit the preparation of full Memoranda, items on the Agendamay, with the Chairman's permission, be introduced verbally.C. Emergency Meetings

Verbal introduction of matters for which the EmergencyMeeting has been called will be normal at Emergency Meetings.

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D. -Any matter which in the opinion of the Chief Executiverequires immediate consideration by Members of the Authorityand which cannot be deferred to the next Meeting of theAuthority may be referred to the Members by a Written OpinionPaper which shall be circulated among the Members of theAuthority present in Ghana at the time and the decision ofthe majority of Members as recorded on this paper and returnedto the Secretary shall form the decision of the Authority and shallbe recorded in the Minutes Book and produced for confirmationby Members at the next Ordinary Meeting.

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6. EStIMATES AND PROGRAMMES

The Chief Executive shall prepare all estimates and programmesin sufficient detail to enable Members of the Authority to be fullyapprised of all the factors affecting the operations of the Authority,upon which to base policy decisions.

The estimates and programmes shall where appropriate includereferences to previous years' and subsequent years' estimates andprogrammes in sufficient outline to enable an overall appreciationof the progress of the Authority's operations to be obtained.

7. CON'D,UCT OF MEETINGS

(1) Chairman.-The President is ex officio Chairman of theAuthority. If and so long as the Chairman is unable to bepresent at meetings of the Authority, such meetings shallbe presided over by a member designated by the Presidentfor that purpose (Section 2 (2)).

(2) Quorum.-A quorum of Members of the Authority shall befour (Section 7 (2)).

(3) Voting.-Each Member shall have one vote, except that theChairman of the Authority shall have an original and acasting vote (Section 7 (2)). Voting shall be by show ofhands; at the request of a Member, and with the approvalof the Chairman of the meeting, individual votes may berecorded in the Minutes.

No person present at a Meeting other than Membersmay vote.

(4) Conduct of discussions.-The proceedings of all meetingsof the Authority shall be in the English language.

Except in accordance with Article 5, no business shall betransacted at any meeting other than that specified in theAgenda for that meeting.

Proposals for amendments regarding any matter beforethe meeting for decision shall be disposed of before asubstantive Resolution in original or amended form isput to the vote.

If two or more Members wish to speak, the Chairman ofthe meeting shall decide which of them shall speak first.

All addresses shall be to the Chair.

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When the Chairman of the meeting is speaking no otherMember may speak, and any Member then speaking shallimmediately cease to speak.

Decisions of the Authority shall be by a simple majorityof those present and voting; the result of the vote shall beannounced by the Chairman of the meeting.

(5) Declaration of interest.-Any Member having a financialor business interest in any matter before any meeting of theAuthority or any of its Committees, whether in respect ofhimself, his wife, or any member of his family, or anybusiness partner or associate, or in any other manner,shall before the matter is discussed at once disclose thenature of such interest to the meeting, and shall take nopart in the discussion or voting upon the matter.

Provided that a general notice by a Member appointedto represent a major consumer of electricity of any interesthe may have in such consumer.shall be a sufficient disclosureunder this Order for all subsequent transactions with suchconsumer and, subject to such disclosure, such Membershall not be prevented from taking part in the discussionof or voting on any such transaction.

(6) Attendance of non-Members at meetings.-The attendanceat meetings of persons who are not Members of the Autho-rity shall be in the discretion of the Chairman or the ChiefExecutive.

(7) Attendance of the public and press.-Except by specificResolution of the Authority in regard to a specific item onthe Agenda or for a special Meeting called for the purpose,Meetings of the Authority shall be regarded as private, and

-,no member of the public or of -the press shall be admittedexcept with the specific permission of the Chairman orthe Chief Executive.

(8)Liaison with Government of Ghana.-The Chief Executive,when submitting the Agenda for any Meeting to the Chair-man for approval, shall, in accordance with Section 18 ofthe Volta River Development Act, submit any suggestionshe may have as to representatives of Government whomight be invited to attend the meeting, in order that theiradvice or assistance might be sought.

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8. AUTHENTICATION OF DOCUMENTS

(1) Seal of the Authority.- The common seal of the Authorityshall be kept in the custody of the Secretary.

(2) Application of Seal.- The seal of the Authority shall beaffixed to any document only in consequence of a Resolu-tion of the Authority, which Resolution shall define thedocument concerned in unmistakable terms. One Member,in addition to the Secretary, shall authenticate the seal byappending his signature.

(3) Authenticationof Seal.-Any document to which a seal isto be affixed shall be authenticated in substantially thefollowing form:

"The Common Seal of the Volta River Authoritywas hereunto affixed pursuant to a Resolution of the

Authority passed and dated the., day OLH""""'"''''''''''''''''''''

Nineteen hundred and . ..............................in the presence of:

......••••..••....••••••....••••••••••....••.."H"""""""H ....Chairman, or Memberas the case may be.

'''''''''''''''''''''''''''''''''''H ••..••••••..••••••••....••••••••Secretary''

(4) Seals Register.-A Register of seals shall be kept by theSecretary, who shall enter in the Register the date andreference of each Minute approving by Resolution theapplication of the seal, the identification particulars of thedocument sealed, the date on which the seal was affixed,the name of the authenticating Member. The Register shallbe available for Members' inspection at each OrdinaryMeeting of the Authority.

~) Archives.-An original and a photostat or other facsimilerecord copy of each document to which the seal of theAuthority has been affixed shall be kept by the Secretaryin safe places, secure against climate, insects and otherdestructive conditions, in such a manner that each may befound by search without delay by reference to the serialnumber in the Seals Register. The original and its facsimileshall be kept in separate such places.

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9. MINUTES OF MEETINGS OF THE AUTHORITY

(1) Preparation of Minutes.- The Clerk shall prepare draftminutes of each meeting of the Authority under the Secre-tary's supervision. Copies of the draft minutes shall besubmitted through the Chief Executive to the Chairman,or as the case may be to the other Member who presidedover the meeting of which the draft minutes are a record.On approval by him, a copy of the Minutes shall withoutdelay be despatched to each Member of the Authority.Where a Member is of opinion that a minute is incorrecthe shall notify the Secretary of any objection or amendment.

(2) Action on Minutes.-Notwithstanding sub-order (1) of thisOrder, minutes may under the directions of the ChiefExecutive be acted upon, and the Secretary shall causeappropriate extracts or directions arising therefrom to beconveyed to officers of the Authority and other personsresponsible for their implementation.

(3) Confirmation of Minutes.-The first item of the Agenda ofany meeting of the Authority (even, where time permits, ofEmergency Meetings) shall be the confirmation of theMinutes of the last preceding meeting.

The full Minutes of each meeting shall be firmly affixedin a suitable, durable Minute Book, and be signed by theChairman of the meeting and by the Chief Executive on theconfirmation of the Minutes at a meeting of the Authority.

Where an amendment of substance has been notified bya Member to the Secretary under Order 9 (1) above, theproposed amendment shall be brought to the notice of theChairman of the meeting by the Secretary at the time theMinutes are before the Authority for confirmation. Thereshall be an opportunity for discussion of the matter, andthe minute concerned shall either specifically be confirmedas drafted, or shall be amended and confirmed in its newform.

cJ4') Security and Safe Custody of Minutes-The Minutes of theAuthority shall be Confidential documents, and all recipientsshall be responsible for their safe custody and security.

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The Secretary shall be responsible for the safe custody ofthe Minute Book.

One record copy of the Minutes additional to the originalin the Minute Book, shall be deposited in the Archives ofthe Authority, in a manner similar to that prescribed underOrder 8 (5) for record copies of sealed documents.

(5) Publicity.-Except where the law requires the use of theexact words, the text of any publicity accorded to decisionsof the Authority shall paraphrase the words of the Minutes,the publication of verbatim extracts being expressly for-bidden.

10. FINANCIAL CONTROL

(1) Expenditure.-The Chief Executive shall control expenditurewithin approved budgets and programmes of work.

It shall be the duty of the Chief Executive to provide tothe Chairman, and to the Finance Member if appointed(Section 3 (1)), full information of the progress of theoperations of the Authority at all times, and in particularto invite attention to any change of circumstance which mayresult in capital or recurrent cost estimates being exceededor which may result in savings.

(2) Internal Audit.-To assist the Chief Executive in his task offinancial control there shall be established an internalaudit department in the Authority. The officers of theinternal audit department shall have access to all recordsof all other branches and departments of the Authority.

(3) Contracts.-Contracts not under seal shall not be signed orentered into on behalf of the Authority except by theChief Executive or by the person performing the duties ofthe Chief Executive in the Chief Executive's absence orby a person authorized by the Chief Executive to signcontracts or contracts of the relevant description or amount.

(4) Cheques, etc.-No cheques, bills of exchange, promissorynotes or similar instruments shall be issued on behalf of theAuthority unless signed by the Chief Executive or by aperson authorized by the Chief Executive to sign such

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instruments, and countersigned by the Director of Financeor the Secretary. The Chief Executive shall prescribe inwriting the detailed control arrangements for the issue ofsuch documents.

(5) Emergency Measures.-On occasions of real emergencywhen action is essential to safeguard lives or property orsave the Authority's property or equipment from damageor destruction and there is no time to arrange an EmergencyMeeting of the Authority, and such action will involveexpenditure beyond the amounts provided for in approvedestimates or for purposes not provided for in approvedestimates, the Chief Executive may give authority foraction to proceed. In the absence of the Chief Executivethe duty of giving such authority will devolve upon thesenior officer of the Authority available with knowledgeof the problem and of the remedial action necessary. Averbal report will at once be made to the Chairman.

As soon as practicable after such authority has beengiven, the Chief Executive or officer giving such authoritywill report the facts in writing to the Chairman, togetherwith as accurate an estimate of cost of the remedial measuresas can be obtained at the time.

11. ANNUAL REPORT AND INFORMATION

A. The Chief Executive shall be responsible for the preparation ofthe draft of the Annual Report, and for its submission to theAuthority at the first Ordinary Meeting of the year following

.,that to which the Annual Report refers. The Annual Reportshall include:-

(1) A Statement by the Chairman, reviewing in general termsthe work achieved, difficulties encountered, and health andwelfare activities in the previous year; an outline of theprogramme for the next year; and a summary of the financialresults and commitments of the Authority.

(2) The Chief Executive's report on the operations of theAuthority, important contracts signed, and results achieved,during the previous year.

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(3) The audited statement of accounts for the year.(4) A report on health matters, for the previous year.(5) A statement of regulations passed, prosecutions instituted,

and licences, etc., issued, during the year.(6) A statement covering the personnel of the Authority during

the year, by main branches.(7) As appropriate, a summary of consultants employed.

contractors working for the Authority, or organisationsemployed directly by the Authority for development works.

(8) Such photographs, graphs, maps and diagrams as willfacilitate understanding of the Report.

B. All information to be communicated to the Authority shall becommunicated through the Chief Executive, except as other-wise directed by the Chairman.

12. In these Standing Orders, references to the Secretary shall betaken to include references to any Deputy Secretary.

~PC/V2591/100/5/66-69

PllINTED BY nIB GHANA PUBliSHING CORPORATION (PlUffl'INGOlV.lSION)ACCaA-TEMA. G~A

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