Bylaws of the Pension Benefit Guaranty Corporation, 29985-29987 [E8-11667]
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Federal Register / Vol. 73, No. 101 / Friday, May 23, 2008 / Rules and Regulations
number for the section 811 program is
14.181.
ACTION:
List of Subjects in 24 CFR Part 891
Aged, Grant programs-housing and
community development, Individuals
with disabilities, Loan programshousing and community development,
Rent subsidies, Reporting and
recordkeeping requirements.
I For the reasons stated in the preamble,
HUD amends 24 CFR Part 891 to read
as follows:
PART 891—SUPPORTIVE HOUSING
FOR THE ELDERLY AND PERSONS
WITH DISABILITIES
1. The authority citation for part 891
continues to read as follows:
I
Authority: 12 U.S.C. 1701q; 42 U.S.C.
1437f, 3535(d), and 8013.
2. Revise § 891.120(c) to read as
follows:
I
§ 891.120 Project design and cost
standards.
*
*
*
*
*
(c) Restrictions on amenities. Projects
must be modest in design. In individual
units in supportive housing for the
elderly and in independent living
facilities for persons with disabilities,
amenities not eligible for HUD funding
include individual unit balconies and
decks, atriums, bowling alleys,
swimming pools, saunas, Jacuzzis, trash
compactors, washers and dryers.
However, HUD funding is eligible to pay
for washers and dryers in group homes
for persons with disabilities. Sponsors
may include certain excess amenities,
but must pay for them from sources
other than the section 202 or 811 capital
advance. They must also pay for the
continuing operating costs associated
with any excess amenities from sources
other than the section 202 or 811 project
rental assistance contract.
*
*
*
*
*
Dated: May 15, 2008.
Brian D. Montgomery,
Assistant Secretary for Housing—Federal
Housing Commissioner.
[FR Doc. E8–11619 Filed 5–22–08; 8:45 am]
BILLING CODE 4210–67–P
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PENSION BENEFIT GUARANTY
CORPORATION
29 CFR Part 4002
Bylaws of the Pension Benefit
Guaranty Corporation
Pension Benefit Guaranty
Corporation.
AGENCY:
VerDate Aug<31>2005
15:06 May 22, 2008
Jkt 214001
Final rule.
SUMMARY: This is a final rule to amend
the bylaws of Pension Benefit Guaranty
Corporation.
DATES: Effective June 23, 2008.
FOR FURTHER INFORMATION CONTACT:
Judith R. Starr, General Counsel,
Pension Benefit Guaranty Corporation,
1200 K Street, NW., Washington, DC
20005–4026; 202–326–4400. (TTY/TDD
users may call the Federal relay service
toll-free at 1–800–877–8339 and ask to
be connected to 202–326–4400.)
SUPPLEMENTARY INFORMATION: Pension
Benefit Guaranty Corporation (PBGC)
administers the pension plan
termination insurance program under
Title IV of the Employee Retirement
Income Security Act of 1974 (ERISA).
Section 4002(b)(3) of ERISA gives PBGC
power ‘‘to adopt, amend, and repeal, by
the board of directors, bylaws * * *.’’
Section 4002(f) of ERISA provides that
‘‘[T]he board of directors may alter,
supplement, or repeal any existing
bylaw * * * and may adopt additional
bylaws * * * from time to time as may
be necessary.’’ PBGC’s bylaws are set
forth in 29 CFR Part 4002.
PBGC’s Board of Directors has
amended the bylaws. This rule replaces
the old bylaws with the new bylaws.
Compliance With Rulemaking
Guidelines
As a rule of agency organization,
procedure, or practice, this rule is
exempt from notice and public
comment requirements. Because no
general notice of proposed rulemaking
is required, the Regulatory Flexibility
Act does not apply to this rule. See 5
U.S.C. 601(2), 603, 604. PBGC has
determined that this rule is not a
’’significant regulatory action’’ under
Executive Order 12866, as amended.
List of Subjects in Part 4002
Authority delegations (Government
agencies), Organization and functions
(Government agencies).
I Accordingly, 29 CFR part 4002 is
revised to read as follows:
PART 4002—BYLAWS OF THE
PENSION BENEFIT GUARANTY
CORPORATION
Sec.
4002.1 Name.
4002.2 Offices.
4002.3 Board of Directors, Chair, and
Representatives of Board Members.
4002.4 Quorum.
4002.5 Meetings.
4002.6 Place of meetings; use of conference
call communications equipment.
4002.7 Voting without a meeting.
4002.8 Conflicts of interest.
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4002.9 Director of the Corporation and
Senior Officers.
4002.10 Emergency Procedures.
4002.11 Seal.
4002.12 Amendments.
Authority: 29 U.S.C. 1302(b)(3), 1302(f).
§ 4002.1
Name.
The name of the Corporation is the
Pension Benefit Guaranty Corporation.
§ 4002.2
Offices.
The principal office of the
Corporation is in the Metropolitan area
of the City of Washington, District of
Columbia. The Corporation may have
additional offices at such other places as
the Board of Directors may deem
necessary or desirable to the conduct of
its business.
§ 4002.3 Board of Directors, Chair, and
Representatives of Board Members.
(a)(1) The Corporation is governed by
a Board of Directors which is composed
of the Secretary of Labor, the Secretary
of the Treasury, and the Secretary of
Commerce. Members of the Board shall
serve without compensation, but shall
be reimbursed by the Corporation for
travel, subsistence, and other necessary
expenses incurred in the performance of
their duties as Members of the Board. A
person at the time of a meeting of the
Board of Directors who is serving in an
acting capacity as Secretary of Labor,
Secretary of the Treasury, or Secretary
of Commerce shall serve as a Member of
the Board of Directors with the same
authority and effect as the designated
Secretary.
(2) The Secretary of Labor shall be the
Chair of the Board of Directors and shall
call and preside over all Board
meetings, and shall, on behalf of the
Board, review and approve the
Corporation’s budget. The Inspector
General of the Corporation shall report
to the Board through the Chair.
(3) The Board of Directors is
responsible for establishing and
overseeing the policies of the
Corporation. The Board may delegate
powers to the Director of the
Corporation except that the following
powers of the Board may not be
delegated to the Director of the
Corporation:
(i) Voting on an amendment to these
bylaws;
(ii) Approval of the Annual
Management Report (AMR), which
includes the annual financial
statements, management’s discussion
and analysis, annual performance
report, and reports of the independent
auditor;
(iii) Approval of the Annual Report,
which includes the AMR, the
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Federal Register / Vol. 73, No. 101 / Friday, May 23, 2008 / Rules and Regulations
Chairman’s message, and certain
statutory reporting requirements;
(iv) Approval of the Corporation’s
Investment Policy Statement;
(v) Approval of the issuance of any
notes or debt instruments to the
Secretary of the Treasury under Section
4005(c) of ERISA;
(vi) Approval of all final
nonprocedural regulations prior to
publication in the Federal Register,
except for amendments that establish
new interest rates and factors under
Parts 4044 (Appendices C and D) and
4281 of this chapter, which may be
approved by the Director of the
Corporation;
(vii) Approval of all reports or
recommendations to the Congress
required by Title IV of ERISA;
(viii) Approval of any policy matter
that would have a significant impact on
the pension insurance program or its
stakeholders; and
(ix) Review of reports from the
Corporation’s Inspector General that the
Inspector General deems appropriate to
deliver to the Board.
(4) The Board shall review the
Corporation’s Investment Policy
Statement at least every two years and
approve the Investment Policy
Statement at least every four years.
(b)(1) Each Board Member shall
designate in writing an official, not
below the level of Assistant Secretary, to
serve as the Board Member’s
Representative. Such designation shall
be effective until revoked or until a date
or event specified therein. A Board
Representative may act for all purposes
under these bylaws, except that an
action of a Board Representative on a
Board Member’s behalf with respect to
the powers described in paragraph
(a)(3)(i) through (v) of this section, shall
be valid only upon ratification in
writing by the Board Member. Any
Board Representative may refer for
Board action any matter under
consideration by the Board
Representatives.
(2) A Board Member may designate in
writing an official, not below the level
of Assistant Secretary, to serve as the
Board Member’s Alternate
Representative at a meeting. An
Alternate Representative may act for all
purposes at that meeting, except that the
Alternate Representative’s actions shall
be valid only upon ratification in
writing by either the Board Member or
the Board Representative. Any action of
the Alternate Representative involving
the powers described in paragraph
(a)(3)(i) through (v) of this section or any
matter that has been referred to the
Board under paragraph (b)(1) of this
VerDate Aug<31>2005
15:06 May 22, 2008
Jkt 214001
section must be ratified in writing by
the Board Member.
(3) For purposes of this section,
ratification shall include approval of the
minutes of the meeting of the Board of
Directors.
(c) Final procedural regulations and
all proposed regulations shall be
approved by the Director of the
Corporation prior to publication in the
Federal Register; however, all final
procedural regulations and all proposed
regulations shall first be reviewed for
comment by each Board Representative,
except for amendments that establish
new interest rates and factors under
Parts 4044 (Appendices C and D) and
4281 of this chapter. A Board
Representative may, within 21 days of
receiving a final procedural regulation
or proposed regulation for review,
request that it be referred to the Board
Representatives for approval.
§ 4002.4
Quorum.
A majority of the Board Members
shall constitute a quorum for the
transaction of business. Any act of a
majority of the Members present at any
meeting at which there is a quorum
shall be the act of the Board.
§ 4002.5
Meetings.
Regular meetings of the Board of
Directors shall be held as often as
required to provide appropriate
oversight and guidance to the
Corporation and at such times as the
Chair shall select. Special meetings of
the Board of Directors shall be called by
the Chair on the request of any other
Board Member. Reasonable notice of
any meetings shall be given to each
Board Member. The General Counsel of
the Corporation shall serve as Secretary
to the Board of Directors and keep its
minutes. As soon as practicable after
each meeting, a draft of the minutes of
such meeting shall be distributed to
each Member of the Board for approval.
§ 4002.6 Place of meetings; use of
conference call communications
equipment.
Meetings of the Board of Directors
shall be held at the principal office of
the Corporation unless otherwise
determined by the Board of Directors or
the Chair. Any Member may participate
in a meeting of the Board of Directors
through the use of conference call
telephone or similar communications
equipment, by means of which all
persons participating in the meeting can
speak to and hear each other. Any Board
Member so participating in a meeting
shall be deemed present for all
purposes. Actions taken by the Board of
Directors at meetings conducted through
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the use of such equipment, including
the votes of each Member, shall be
recorded in the usual manner in the
minutes of the meetings of the Board of
Directors.
§ 4002.7
Voting without a meeting.
A resolution of the Board of Directors
signed by each of the Board Members or
each of the Board Representatives shall
have the same effect as if agreed to at
a meeting and shall be kept in the
Corporate Minutes Book. A resolution
for an action taken on any matter for
which a Board Member has been
disqualified under § 4002.8 may be
signed by the Board Representative of
the disqualified Board Member.
§ 4002.8
Conflict of interest.
Any Board Member may disqualify
himself or herself from participation in
a Board action on any matter if the
Board Member may have or may appear
to have a conflict of interest. The Board
Member shall notify the other Board
Members of a disqualification. The
disqualified Member’s Board
Representative, acting independently of
that Member, may vote on the matter in
the Member’s place. The disqualified
Board Member need not and may not
ratify any action taken on the matter
giving rise to his or her disqualification.
§ 4002.9 Director of the Corporation and
Senior Officers.
(a) Director of the Corporation. The
Corporation shall be administered by a
Director appointed by the President
with the advice and consent of the
Senate. Subject to policies established
by the Board, the Director shall have
responsibility for the Corporation’s
management, including its personnel,
organization and budget practices, and
shall carry out the Corporation’s
functions under Title IV of ERISA. The
Director shall submit the Corporation’s
budget to the Chair of the Board for
review and approval.
(b) There shall be the following senior
officers of the Corporation, reporting
directly to the Director:
(1) Deputy Directors for Policy and
Operations, who shall be first and
second assistant, respectively;
(2) General Counsel, who shall serve
as Secretary to the Board;
(3) Chief Financial Officer;
(4) Chief Information Officer;
(5) Chief Management Officer;
(6) Chief Operating Officer; and
(7) Chief Insurance Program Officer.
(c) Subject to prior approval of the
Board, the Director may establish such
additional or other senior officers as
necessary. Before making an
appointment to a senior officer position,
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Federal Register / Vol. 73, No. 101 / Friday, May 23, 2008 / Rules and Regulations
the Director shall consult with the
Board.
§ 4002.10
Emergency procedures.
(a) An emergency exists if a quorum
of the Corporation’s Board cannot
readily be assembled or act through
written contact because of the
declaration of a government-wide
emergency. These emergency
procedures shall remain in effect during
the emergency and upon the
termination of the emergency shall
cease to be operative unless and until
another emergency occurs. The
emergency procedures shall operate in
conjunction with the PBGC Continuity
of Operations Plan (‘‘COOP Plan’’) of the
current year, and any government-wide
COOP protocols in effect.
(b) During an emergency, the business
of the PBGC shall continue to be
managed in accordance with its COOP
Plan. The functions of the Board of
Directors will be carried out by those
Members of the Board of Directors in
office at the time the emergency arises,
or by persons designated by the
agencies’ COOP plans to act in place of
the Board Members, who are available
to act during the emergency. If no such
persons are available, then the authority
of the Board shall be transferred to the
Board Representatives who are
available. If no Board Representatives
are available, then the Director of the
Corporation shall perform essential
Board functions.
(c) During an emergency, meetings of
the Board may be called by any
available Member of the Board. The
notice thereof shall specify the time and
place of the meeting. To the extent
possible, notice shall be given in
accordance with these bylaws. Notice
shall be given to those Board Members
whom it is feasible to reach at the time
of the emergency, and notice may be
given at a time less than 24 hours before
the meeting if deemed necessary by the
person giving notice.
§ 4002.11
Seal.
The seal of the Corporation shall be in
such form as may be approved from
time to time by the Board.
§ 4002.12
Amendments.
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These bylaws may be amended or
new bylaws adopted by unanimous vote
of the Board.
Issued in Washington, DC, this 20th day of
May, 2008.
Charles E.F. Millard,
Director, Pension Benefit Guaranty
Corporation.
Issued on the date set forth above pursuant
to Resolution 2008–09 of the Board of
VerDate Aug<31>2005
15:06 May 22, 2008
Jkt 214001
Directors authorizing adoption of the revised
Bylaws contained in this final rule.
Judith R. Starr,
Secretary, Board of Directors, Pension Benefit
Guaranty Corporation.
[FR Doc. E8–11667 Filed 5–22–08; 8:45 am]
BILLING CODE 7709–01–P
29987
grant general permission to enter the
regulated area.
Dated: May 7, 2008.
F.G. Myer,
Captain, U.S. Coast Guard, Captain of the
Port Portland.
[FR Doc. E8–11549 Filed 5–22–08; 8:45 am]
BILLING CODE 4910–15–P
DEPARTMENT OF HOMELAND
SECURITY
Coast Guard
ENVIRONMENTAL PROTECTION
AGENCY
33 CFR Part 165
40 CFR Part 271
[EPA–R08–RCRA–2006–0127; FRL–8569–9]
[USCG–2008–0375]
Portland Rose Festival Fireworks
Display
Coast Guard, DHS.
Notice of enforcement of
regulation.
AGENCY:
ACTION:
SUMMARY: The Coast Guard will enforce
the ‘‘Portland Rose Festival Fireworks
Display safety zone on the Willamette
River’’; from 8:30 p.m. through 11:30
p.m. on May 30, 2008. This action is
necessary to provide a safe display for
the public and to keep them clear of the
fall out area of the fireworks. During the
enforcement period, no person or vessel
may enter the safety zone without
permission of the Captain of the Port.
DATES: The regulations in 33 CFR
165.1315(a)(2) will be enforced from
8:30 p.m. through 11:30 p.m. on May 30,
2008.
FOR FURTHER INFORMATION CONTACT: BM2
Joshua Lehner, Sector Portland
Waterways Management at (503) 247–
4015.
The Coast
Guard will enforce the safety zone for
the Portland Rose Festival fireworks
display in 33 CFR 165.1315(a)(2) on
May 30, 2008 from 8:30 p.m. to 11:30
p.m.
Under the provisions of 33 CFR
165.1315, a vessel may not enter the
regulated area, unless it receives
permission from the COTP. The Coast
Guard may be assisted by other Federal,
state, or local law enforcement agencies
in enforcing this regulation.
This notice is issued under authority
of 33 CFR 165.1315(a)(2) and 5 U.S.C.
552(a). In addition to this notice in the
Federal Register, the Coast Guard will
provide the maritime community with
advance notification of this enforcement
period via the Local Notice to Mariners
and a marine information broadcast. If
the COTP determines that the regulated
area need not be enforced for the full
duration stated in this notice, he may
use a Broadcast Notice to Mariners to
SUPPLEMENTARY INFORMATION:
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Utah: Final Authorization of State
Hazardous Waste Management
Program Revisions
Environmental Protection
Agency (EPA).
ACTION: Final rule.
AGENCY:
SUMMARY: The Solid Waste Disposal Act,
as amended, commonly referred to as
the Resource Conservation and
Recovery Act (RCRA), allows the
Environmental Protection Agency (EPA)
to authorize states to operate their
hazardous waste management programs
in lieu of the federal program. Utah has
applied to EPA for final authorization of
the changes to its hazardous waste
program under RCRA. EPA has
determined that these changes satisfy all
requirements needed to qualify for final
authorization and is authorizing Utah’s
changes through this final action.
DATES: This final authorization will
become effective on May 23, 2008.
FOR FURTHER INFORMATION CONTACT: Carl
Daly, Solid and Hazardous Waste
Program, EPA Region 8, 1595 Wynkoop
Street, Denver, Colorado 80202, (303)
312–6416, daly.carl@epa.gov.
SUPPLEMENTARY INFORMATION:
A. Why Are Revisions to State
Programs Necessary?
States that have received final
authorization from EPA under RCRA
section 3006(b), 42 U.S.C. 6926(b), must
maintain a hazardous waste program
that is equivalent to, consistent with,
and no less stringent than the federal
program. As the federal program
changes, states must change their
programs and ask EPA to authorize the
changes. Changes to state programs may
be necessary when federal or state
statutory or regulatory authority is
modified or when certain other changes
occur. Most commonly, states must
change their programs because of
changes to EPA’s regulations in 40 Code
of Federal Regulations (CFR) Parts 124,
260 through 266, 268, 270, 273 and 279.
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]]>Agencies
[Federal Register Volume 73, Number 101 (Friday, May 23, 2008)]
[Rules and Regulations]
[Pages 29985-29987]
From the Federal Register Online via the Government Printing Office [www.gpo.gov]
[FR Doc No: E8-11667]
=======================================================================
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PENSION BENEFIT GUARANTY CORPORATION
29 CFR Part 4002
Bylaws of the Pension Benefit Guaranty Corporation
AGENCY: Pension Benefit Guaranty Corporation.
ACTION: Final rule.
-----------------------------------------------------------------------
SUMMARY: This is a final rule to amend the bylaws of Pension Benefit
Guaranty Corporation.
DATES: Effective June 23, 2008.
FOR FURTHER INFORMATION CONTACT: Judith R. Starr, General Counsel,
Pension Benefit Guaranty Corporation, 1200 K Street, NW., Washington,
DC 20005-4026; 202-326-4400. (TTY/TDD users may call the Federal relay
service toll-free at 1-800-877-8339 and ask to be connected to 202-326-
4400.)
SUPPLEMENTARY INFORMATION: Pension Benefit Guaranty Corporation (PBGC)
administers the pension plan termination insurance program under Title
IV of the Employee Retirement Income Security Act of 1974 (ERISA).
Section 4002(b)(3) of ERISA gives PBGC power ``to adopt, amend, and
repeal, by the board of directors, bylaws * * *.'' Section 4002(f) of
ERISA provides that ``[T]he board of directors may alter, supplement,
or repeal any existing bylaw * * * and may adopt additional bylaws * *
* from time to time as may be necessary.'' PBGC's bylaws are set forth
in 29 CFR Part 4002.
PBGC's Board of Directors has amended the bylaws. This rule
replaces the old bylaws with the new bylaws.
Compliance With Rulemaking Guidelines
As a rule of agency organization, procedure, or practice, this rule
is exempt from notice and public comment requirements. Because no
general notice of proposed rulemaking is required, the Regulatory
Flexibility Act does not apply to this rule. See 5 U.S.C. 601(2), 603,
604. PBGC has determined that this rule is not a ''significant
regulatory action'' under Executive Order 12866, as amended.
List of Subjects in Part 4002
Authority delegations (Government agencies), Organization and
functions (Government agencies).
0
Accordingly, 29 CFR part 4002 is revised to read as follows:
PART 4002--BYLAWS OF THE PENSION BENEFIT GUARANTY CORPORATION
Sec.
4002.1 Name.
4002.2 Offices.
4002.3 Board of Directors, Chair, and Representatives of Board
Members.
4002.4 Quorum.
4002.5 Meetings.
4002.6 Place of meetings; use of conference call communications
equipment.
4002.7 Voting without a meeting.
4002.8 Conflicts of interest.
4002.9 Director of the Corporation and Senior Officers.
4002.10 Emergency Procedures.
4002.11 Seal.
4002.12 Amendments.
Authority: 29 U.S.C. 1302(b)(3), 1302(f).
Sec. 4002.1 Name.
The name of the Corporation is the Pension Benefit Guaranty
Corporation.
Sec. 4002.2 Offices.
The principal office of the Corporation is in the Metropolitan area
of the City of Washington, District of Columbia. The Corporation may
have additional offices at such other places as the Board of Directors
may deem necessary or desirable to the conduct of its business.
Sec. 4002.3 Board of Directors, Chair, and Representatives of Board
Members.
(a)(1) The Corporation is governed by a Board of Directors which is
composed of the Secretary of Labor, the Secretary of the Treasury, and
the Secretary of Commerce. Members of the Board shall serve without
compensation, but shall be reimbursed by the Corporation for travel,
subsistence, and other necessary expenses incurred in the performance
of their duties as Members of the Board. A person at the time of a
meeting of the Board of Directors who is serving in an acting capacity
as Secretary of Labor, Secretary of the Treasury, or Secretary of
Commerce shall serve as a Member of the Board of Directors with the
same authority and effect as the designated Secretary.
(2) The Secretary of Labor shall be the Chair of the Board of
Directors and shall call and preside over all Board meetings, and
shall, on behalf of the Board, review and approve the Corporation's
budget. The Inspector General of the Corporation shall report to the
Board through the Chair.
(3) The Board of Directors is responsible for establishing and
overseeing the policies of the Corporation. The Board may delegate
powers to the Director of the Corporation except that the following
powers of the Board may not be delegated to the Director of the
Corporation:
(i) Voting on an amendment to these bylaws;
(ii) Approval of the Annual Management Report (AMR), which includes
the annual financial statements, management's discussion and analysis,
annual performance report, and reports of the independent auditor;
(iii) Approval of the Annual Report, which includes the AMR, the
[[Page 29986]]
Chairman's message, and certain statutory reporting requirements;
(iv) Approval of the Corporation's Investment Policy Statement;
(v) Approval of the issuance of any notes or debt instruments to
the Secretary of the Treasury under Section 4005(c) of ERISA;
(vi) Approval of all final nonprocedural regulations prior to
publication in the Federal Register, except for amendments that
establish new interest rates and factors under Parts 4044 (Appendices C
and D) and 4281 of this chapter, which may be approved by the Director
of the Corporation;
(vii) Approval of all reports or recommendations to the Congress
required by Title IV of ERISA;
(viii) Approval of any policy matter that would have a significant
impact on the pension insurance program or its stakeholders; and
(ix) Review of reports from the Corporation's Inspector General
that the Inspector General deems appropriate to deliver to the Board.
(4) The Board shall review the Corporation's Investment Policy
Statement at least every two years and approve the Investment Policy
Statement at least every four years.
(b)(1) Each Board Member shall designate in writing an official,
not below the level of Assistant Secretary, to serve as the Board
Member's Representative. Such designation shall be effective until
revoked or until a date or event specified therein. A Board
Representative may act for all purposes under these bylaws, except that
an action of a Board Representative on a Board Member's behalf with
respect to the powers described in paragraph (a)(3)(i) through (v) of
this section, shall be valid only upon ratification in writing by the
Board Member. Any Board Representative may refer for Board action any
matter under consideration by the Board Representatives.
(2) A Board Member may designate in writing an official, not below
the level of Assistant Secretary, to serve as the Board Member's
Alternate Representative at a meeting. An Alternate Representative may
act for all purposes at that meeting, except that the Alternate
Representative's actions shall be valid only upon ratification in
writing by either the Board Member or the Board Representative. Any
action of the Alternate Representative involving the powers described
in paragraph (a)(3)(i) through (v) of this section or any matter that
has been referred to the Board under paragraph (b)(1) of this section
must be ratified in writing by the Board Member.
(3) For purposes of this section, ratification shall include
approval of the minutes of the meeting of the Board of Directors.
(c) Final procedural regulations and all proposed regulations shall
be approved by the Director of the Corporation prior to publication in
the Federal Register; however, all final procedural regulations and all
proposed regulations shall first be reviewed for comment by each Board
Representative, except for amendments that establish new interest rates
and factors under Parts 4044 (Appendices C and D) and 4281 of this
chapter. A Board Representative may, within 21 days of receiving a
final procedural regulation or proposed regulation for review, request
that it be referred to the Board Representatives for approval.
Sec. 4002.4 Quorum.
A majority of the Board Members shall constitute a quorum for the
transaction of business. Any act of a majority of the Members present
at any meeting at which there is a quorum shall be the act of the
Board.
Sec. 4002.5 Meetings.
Regular meetings of the Board of Directors shall be held as often
as required to provide appropriate oversight and guidance to the
Corporation and at such times as the Chair shall select. Special
meetings of the Board of Directors shall be called by the Chair on the
request of any other Board Member. Reasonable notice of any meetings
shall be given to each Board Member. The General Counsel of the
Corporation shall serve as Secretary to the Board of Directors and keep
its minutes. As soon as practicable after each meeting, a draft of the
minutes of such meeting shall be distributed to each Member of the
Board for approval.
Sec. 4002.6 Place of meetings; use of conference call communications
equipment.
Meetings of the Board of Directors shall be held at the principal
office of the Corporation unless otherwise determined by the Board of
Directors or the Chair. Any Member may participate in a meeting of the
Board of Directors through the use of conference call telephone or
similar communications equipment, by means of which all persons
participating in the meeting can speak to and hear each other. Any
Board Member so participating in a meeting shall be deemed present for
all purposes. Actions taken by the Board of Directors at meetings
conducted through the use of such equipment, including the votes of
each Member, shall be recorded in the usual manner in the minutes of
the meetings of the Board of Directors.
Sec. 4002.7 Voting without a meeting.
A resolution of the Board of Directors signed by each of the Board
Members or each of the Board Representatives shall have the same effect
as if agreed to at a meeting and shall be kept in the Corporate Minutes
Book. A resolution for an action taken on any matter for which a Board
Member has been disqualified under Sec. 4002.8 may be signed by the
Board Representative of the disqualified Board Member.
Sec. 4002.8 Conflict of interest.
Any Board Member may disqualify himself or herself from
participation in a Board action on any matter if the Board Member may
have or may appear to have a conflict of interest. The Board Member
shall notify the other Board Members of a disqualification. The
disqualified Member's Board Representative, acting independently of
that Member, may vote on the matter in the Member's place. The
disqualified Board Member need not and may not ratify any action taken
on the matter giving rise to his or her disqualification.
Sec. 4002.9 Director of the Corporation and Senior Officers.
(a) Director of the Corporation. The Corporation shall be
administered by a Director appointed by the President with the advice
and consent of the Senate. Subject to policies established by the
Board, the Director shall have responsibility for the Corporation's
management, including its personnel, organization and budget practices,
and shall carry out the Corporation's functions under Title IV of
ERISA. The Director shall submit the Corporation's budget to the Chair
of the Board for review and approval.
(b) There shall be the following senior officers of the
Corporation, reporting directly to the Director:
(1) Deputy Directors for Policy and Operations, who shall be first
and second assistant, respectively;
(2) General Counsel, who shall serve as Secretary to the Board;
(3) Chief Financial Officer;
(4) Chief Information Officer;
(5) Chief Management Officer;
(6) Chief Operating Officer; and
(7) Chief Insurance Program Officer.
(c) Subject to prior approval of the Board, the Director may
establish such additional or other senior officers as necessary. Before
making an appointment to a senior officer position,
[[Page 29987]]
the Director shall consult with the Board.
Sec. 4002.10 Emergency procedures.
(a) An emergency exists if a quorum of the Corporation's Board
cannot readily be assembled or act through written contact because of
the declaration of a government-wide emergency. These emergency
procedures shall remain in effect during the emergency and upon the
termination of the emergency shall cease to be operative unless and
until another emergency occurs. The emergency procedures shall operate
in conjunction with the PBGC Continuity of Operations Plan (``COOP
Plan'') of the current year, and any government-wide COOP protocols in
effect.
(b) During an emergency, the business of the PBGC shall continue to
be managed in accordance with its COOP Plan. The functions of the Board
of Directors will be carried out by those Members of the Board of
Directors in office at the time the emergency arises, or by persons
designated by the agencies' COOP plans to act in place of the Board
Members, who are available to act during the emergency. If no such
persons are available, then the authority of the Board shall be
transferred to the Board Representatives who are available. If no Board
Representatives are available, then the Director of the Corporation
shall perform essential Board functions.
(c) During an emergency, meetings of the Board may be called by any
available Member of the Board. The notice thereof shall specify the
time and place of the meeting. To the extent possible, notice shall be
given in accordance with these bylaws. Notice shall be given to those
Board Members whom it is feasible to reach at the time of the
emergency, and notice may be given at a time less than 24 hours before
the meeting if deemed necessary by the person giving notice.
Sec. 4002.11 Seal.
The seal of the Corporation shall be in such form as may be
approved from time to time by the Board.
Sec. 4002.12 Amendments.
These bylaws may be amended or new bylaws adopted by unanimous vote
of the Board.
Issued in Washington, DC, this 20th day of May, 2008.
Charles E.F. Millard,
Director, Pension Benefit Guaranty Corporation.
Issued on the date set forth above pursuant to Resolution 2008-
09 of the Board of Directors authorizing adoption of the revised
Bylaws contained in this final rule.
Judith R. Starr,
Secretary, Board of Directors, Pension Benefit Guaranty Corporation.
[FR Doc. E8-11667 Filed 5-22-08; 8:45 am]
BILLING CODE 7709-01-P
