Current
through Register Vol. 56, No. 6, March 18, 2024
(a) The Board shall consist of nine
Directors, including the Commissioner or his or her designee, who shall sit ex
officio.
1. Four Directors shall be appointed
by the Governor, with the advice and consent of the Senate.
i. One of the Governor's appointees shall be
a representative of an employer, appointed upon the recommendation of a
business trade association, who has experience in the management or
administration of an employee health benefits plan. One of the Governor's
appointees shall be a representative of organized labor, appointed upon the
recommendation of the AFL-CIO, who has experience in the management or
administration of an employee health plan. Two of the Governor's appointees
shall be consumers of a health benefits plan who are reflective of the
population in the State.
ii. The
term of the initial appointment shall be for the period as set forth in the
appointment.
2. Four
Directors shall represent carriers and shall be elected by the members subject
to the approval of the Commissioner.
i. To
the extent a Carrier elected by the members is willing to serve on the Board, a
representative of each of the following types of carrier shall be elected:
(1) A health service corporation or a
domestic stock insurer which converted from a health service corporation
pursuant to the provisions of
P.L.
2001, c. 131 and is
primarily engaged in the business of issuing health benefit plans in this
State;
(2) A health maintenance
organization;
(3) An insurer
authorized to write health insurance in this State subject to Subtitle 17B of
the New Jersey Statutes; and
(4) A
foreign health insurance company authorized to do business in this
State.
ii. The Board
shall schedule and hold elections based upon the occurrence of an impending or
actual vacancy of a Director.
(1) On or about
60 days prior to the date of a scheduled election, the Board shall send written
notice to the IHC Program members setting forth the date and closing time of
the election, stating the positions for which a vote is to be taken, soliciting
written nominations of candidates for those positions, and stating the last
date that written nominations shall be accepted, which shall be no less than 10
business days following the date of the written notice.
(2) Following the close of the nomination
period, the Board shall determine from among the carriers nominated those
carriers that are eligible and willing to serve in the position for which
nominated. A carrier may be placed on the ballot for only one Board position,
and may not hold more than one seat on the Board. If a carrier is nominated for
two or more positions for which it is eligible, the carrier shall notify the
Board before the election as to the single position for which it will accept
the nomination, and be designated on the ballot.
(3) At least 30 calendar days prior to the
date of a scheduled election, the Board shall send a written notice to members
setting forth the candidates to be considered for purposes of voting at the
election, along with a ballot by which the member carrier may vote.
(4) Affiliated carriers shall have no more
than one vote for each position subject to vote and no two affiliated carriers
shall serve on the Board at the same time.
(5) Elections shall be by the highest number
of those votes properly cast.
(6)
The Board shall maintain a written record of each election, including copies of
all notices sent, ballots received and the tally sheets in accordance with its
record retention procedures set forth at
N.J.A.C.
11:20-2.9.
iii. No later than 30 calendar days
subsequent to the date of each election, the Board shall update the Board's
website to include an updated list of the Directors of the Board and their
respective designees, if any.
3. The Commissioner shall file with the Board
a letter naming his or her designee, if any.
4. A carrier elected to the Board shall file
with the Board a letter naming the person authorized to vote on behalf of the
carrier and may name one or more alternates.
5. Appointed Directors shall promptly notify
the Board of any change in circumstance that may affect the representative
capacity in which they were appointed. Upon receipt of such notice, the Board
shall notify the Governor of the appointed Director's change in
circumstance.
6. The Directors
representing carriers on the Board shall promptly notify the Board of any
change in circumstance that may affect the representative capacity of the
entity elected by the members. Upon receipt of such notice, the Board shall
provide notice of the same to the members of the IHC Program.
7. Directors shall serve their terms of
office until their replacements are duly appointed or elected, as
appropriate.
(b) The
Board shall elect a Chair from among its Directors, and may elect other
officers it deems appropriate. As authorized by the Board, such officers may
act as signatories on behalf of the Board and perform other ministerial
functions necessary and proper to effectuate the actions of the
Board.
(c) The Board shall hold an
annual meeting at which it shall:
1. Elect
officers of the Board;
2. Appoint
Directors to committees of the Board; and
3. Take action on such other matters that it
deems appropriate.
(d) A
majority of the Directors shall constitute a quorum for the transaction of
business.
1. Each Director shall have one
vote. The acts of a majority of the Directors present at a meeting at which a
quorum is present shall be the acts of the Board.
(e) All meetings of the Board at which a
quorum is present, including special meetings, shall be subject to the
provisions of the Open Public Meetings Act,
N.J.S.A.
10:4-6 to 21.
(f) In addition to the annual meeting and any
regularly scheduled meeting, the Board may hold special meetings upon the
request of the Chair or of three or more Directors.
(g) Directors shall not receive compensation
for attendance at Board and Committee meetings. Directors may be reimbursed for
reasonable unreimbursed travel and other reasonable expenses incurred in
attending Board and Committee meetings using the State Travel Regulations
issued by the Department of the Treasury as a guide.
(h) The Board shall hold meetings either in
person or by teleconference.
(i)
The staff of the Board shall take and maintain the written minutes of the
proceedings of the Board meetings, including teleconferences and closed
sessions, and distribute a copy of the minutes to the Directors. The staff of
the Board shall retain the original of the minutes. Board meeting minutes shall
set forth as a minimum the following:
1. The
time, date and place of the meeting;
2. The names of all persons attending the
meeting, the organizations they represent, if any, and the identity of the
person presiding;
3. A narrative
describing what occurred at the meeting including subjects considered and
actions taken;
4. The recorded
votes of each member on each matter including abstentions;
5. The complete text of any resolutions
adopted by the Board; and
6. Any
other information required to be shown in the minutes by law.
(j) All Board members shall be
subject to the State of New Jersey Uniform Ethics Code and any supplemental
code of ethics the Board adopts.
