A public corporation and instrumentality of the Commonwealth is hereby created which constitutes an independent corporate and political entity, which shall be known as the Puerto Rico Infrastructure Financing Authority, which shall exercise its powers independently from any other person. The powers of the Authority shall be exercised by the Board, which shall be composed of five (5) members of the Board of Directors of the Government Development Bank appointed by the Governor of Puerto Rico, by the Secretary of the Treasury of the Commonwealth, and by one (1) additional member, appointed by the Governor of Puerto Rico. Such additional member shall serve at the volition of the Governor and may be removed or replaced by the Governor at any time, with or without cause.
Any member of the Board who, at the same time, is a member of the board of directors, an officer or an official of a benefited entity, must disqualify him/herself from participating in any Authority business involving the benefited entity wherein he/she is a director, an officer or an official. The Authority thus constituted shall discharge public and essential government functions.
The Governor shall appoint the Chair of the Board from among its members. The Board may elect officers as it may deem necessary or convenient to serve the public purposes on account of which the Authority is created.
The members of the Board of the Authority shall receive no compensation whatsoever for their services. The Authority shall reimburse the members of the Board who are not public officials or employees for the necessary expenses incurred in the performance of their duties.
A majority of the Board shall constitute a quorum and the affirmative vote of at least a majority of the members present shall be needed for any action the Board may take. No absence or vacancy on the Board shall prevent it, once there is a quorum, from exercising all its rights and performing all its duties.
The Board and its individual directors, and the officers, agents or employees of the Authority shall not incur civil liability for any action taken in good faith in the performance of their duties and responsibilities pursuant to the provisions of this chapter, and they shall be indemnified for any costs incurred in connection with any claim for which they enjoy immunity as provided hereunder. The Board and its individual directors, and officers, agents or employees of the Authority shall be fully indemnified for any civil liability adjudicated under the laws of the United States of America.
History —June 21, 1988, No. 44, § 4; Mar. 9, 2009, No. 8, § 1.