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Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

Chapter 348

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  348.257.  Executive committee established, members, duties — audit committee, duties — research alliance, report, contents — rules authority. — 1.  The board shall establish an executive committee of the corporation, to be composed of the chairperson, the vice chairperson, and the secretary of the corporation, and two additional directors.  The chairperson of the corporation shall serve as the chairperson of the executive committee.

  2.  The executive committee, in intervals between meetings of the board, may transact any business of the board that has been expressly delegated to the executive committee by the board.  If so stipulated by the board, action delegated to the executive committee may be subject to subsequent ratification by the board; provided, however, that until ratified or rejected by the board, any action delegated to, and taken by, the executive committee between meetings of the board will be binding upon the corporation as if ratified, and may be relied upon by third parties.

  3.  The board shall establish an audit committee of the corporation, to be composed of the chairperson of the corporation and four additional directors.  The secretary of the corporation shall serve as the chairperson of the audit committee.  The audit committee shall be responsible for oversight of the administration of the conflicts of interest policy, working with the president of the corporation to facilitate communications with the corporation's contract auditors, and such other responsibilities delegated to it by the board.

  4.  The board shall establish and maintain a research alliance of Missouri to be comprised of the chief research officers, or their designee, of the state's leading research universities and a representative of other leading not-for-profit research institutes headquartered in Missouri.  Members of the research alliance of Missouri shall be selected for such terms of membership under such terms and conditions as the board deems necessary and appropriate to advance the purposes of sections 348.250 to 348.275 and as comparable to other similar public sector bodies.  The research alliance of Missouri shall elect a chairperson on an annual basis.  The research alliance of Missouri shall prepare annual reports at the direction of the corporation that:

  (1)  Evaluate the specific areas of Missouri's research strengths and weaknesses and outline current research priorities of the state;

  (2)  Evaluate the ability of each member to realign their research and development resources, policies, and practices to seize emerging opportunities;

  (3)  Evaluate and summarize the best national and international practices for technology commercialization of university research and describe efforts that each university member has undertaken to implement best practices, including a description of the specific outcomes university members have achieved in technology commercialization; and

  (4)  Describe research collaborations by and between members and identify collaboration best practices that can or should be instituted in Missouri.

  5.  The board may establish other committees, both permanent and temporary, as it deems necessary.  Such committees may include national strategic, scientific and/or commercialization advisory boards comprised of individuals of national or international prominence in science and innovation and/or the business and commercialization of science and innovation.

  6.  The board may establish rules, policies, and procedures for the selection and conduct of committees and advisory boards, and the research alliance of Missouri; provided, however, that the members of such committees and advisory boards agree to be bound by a conflict of interest policy consistent with the highest ethical standards that is suitable for such advisory roles and annually complete and certify to the board a disclosure and compliance certificate in accordance with such conflicts of interest policy.

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(L. 2011 1st Ex. Sess. S.B. 7)

Contingent effective date, see § 348.280

(2013) Provisions of SB 7 from First Extraordinary Session in 2011 are unconstitutional; section B of act as codified in section 348.280 is a violation of the single subject requirement of Article III, Section 23 and remaining provisions of bill could not be severed. Missouri Roundtable for Life, Inc. v. State, 396 S.W.3d 348 (Mo.banc).


---- end of effective   03 Feb 2012 ----

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