SECTION 208:1-3-1. Authority and operation

(a)   Authority of the Board. The Policy Board is responsible for implementing the provisions of its authorizing legislation, as enumerated in 62 O.S. 2006, §52. The Board may exercise its official powers at any location in the State of Oklahoma.

(b)   Policies of the Board. All bylaws, procedures or other written statements of policy or interpretations formulated, adopted or used by the Board shall be available at the principal office during regular business hours.

(c)   Availability of records. All final orders, decisions and opinions and all forms, applications and instructions related to or necessary for gaining access to the Policy Board's operations included in agency data bases and public files, and other services of the agency shall be made available at the principal office during regular business hours. Copies of all official records not protected from disclosure by law shall be available for inspection in accordance with the Oklahoma Open Records Act, at the principal office during regular business hours. Copies of such records may be made and the expense of such copies shall be paid by the person requesting said copies. Fees for such copies shall be in accordance with a fee schedule established by the Executive Director of the Policy Board.

(d)   Office location; hours. The principal office of the Policy Board is c/o OCAST, 755 Research Parkway, Suite 110, Oklahoma City, Oklahoma, 73104, unless otherwise designated by the Board. Unless otherwise designated by the Executive Director of the Policy Board, office hours shall be from 8:00 a.m. to 5:00 p.m., Monday through Friday inclusive, excepting legal holidays established by statute or by executive order.

(e)   Policy Board Governance.

(1)   Number and composition. The Policy Board is composed of seven members, as follows:

(A)   Four individuals who serve as senior officers of an Oklahoma business or financial company having knowledge of the Oklahoma economy and the potential to advance to a technology-based economy; the Governor appoints two of these individuals and the President Pro Tempore of the Senate and Speaker of the House of Representatives appoint one each;

(B)   One scientist, engineer or officer of a technology-based Oklahoma company or public or private research institution appointed by the President Pro Tempore of the Senate;

(C)   One attorney licensed to practice law in Oklahoma, who has experience with start-up companies and business practices appointed by the Governor; and

(D)   One venture capitalist with experience in the commercialization of technology and investment in technology-based companies appointed by the Speaker of the House of Representatives. [62 O.S. 2006, §52.B]

(2)   Service. The members of the Policy Board shall serve at the pleasure of their appointing authorities. The Governor, President Pro Tempore of the Senate and Speaker of the House of Representatives may make appointments to the Board from a list of names meeting one or more of the criteria provided in this subsection. The Department of Commerce shall develop the list in consultation with the largest statewide organization representing commerce and industry and the two largest metropolitan organizations representing commerce and industry. Each person recommended by each of the two largest metropolitan organizations representing commerce and industry shall be residents of the metropolitan area represented by the organization that makes the recommendation for inclusion of such person on the list. Each person recommended by the largest statewide organization representing commerce and industry shall be a resident of an area other than the metropolitan areas represented by the two largest metropolitan organizations representing commerce and industry. The list shall be maintained in a manner to provide that at least one qualified person is eligible for appointment to each and every position to which appointments may be made. [62 O.S. 2006, §52.B] The appointing authorities shall select appointees from the list submitted to serve on the Policy Board. [62 O.S. 2006, §52.B]

(3)   No Board compensation; reimbursement. The members of the Policy Board shall receive no salary for serving on the Policy Board. All members shall receive necessary travel expenses for the performance of their duties from the Office of the Governor in accordance with the provisions of the State Travel Reimbursement Act. [62 O.S. 2006, §52.C]

(4)   Board Chair. The Governor shall select a chair and a vice-chair, who shall preside over meetings in the absence of the chair, and any other officers, provided that no member shall serve as chair for more than two (2) consecutive years. [62 O.S. 2006, §52.D]

(5)   Quarterly meetings. The Board of Directors shall meet at least once each calendar quarter and at other times upon call by the Board Chair, or the Executive Director or upon written request by a majority of the members of the Board. [62 O.S. 2006, §52.D]

(6)   Regular and special meetings. All regular and special meetings of the Board shall be held at the principal business offices of the Policy Board, or at such other locations within the State of Oklahoma, as may be determined by the Board from time to time. Meetings of the Board and of committees created or overseen by the Board are subject to the Open Meetings Act [25 O.S. 2006 §301 et seq.], and the Open Records Act [51 O.S. 2006 §24A.1-29]. Executive Sessions may be held to discuss personnel matters and confidential proprietary information submitted to or compiled by the Board, as determined by the Board or its committees. [62 O.S. 2006, §52.E]

(7)   Quorum; vacancies. A majority of the members of the Policy Board shall constitute a quorum to transact business. All actions will be taken by a majority vote of the quorum present. Tie votes shall be considered non-majority. Members of the Board shall not vote by proxy. No vacancy shall impair the right of the remaining members to exercise all of the powers of the Policy Board. Any vacancy in a position shall be filled by the appointing authority in the manner prescribed by subsections (a) and (b) of this section. [62 O.S. 2006, §52.D]

(8)   Agenda items. Items requested to be included on the agenda should be submitted to the Chair of the Board at the business office of the Policy Board, no later than ten days before a regularly scheduled meeting, three days before any special meeting, or 24 hours before any emergency meeting of the Board.

(9)   Executive Director. The Policy Board may employ an Executive Director, who shall serve at the pleasure of the Policy Board. [62 O.S. 2006, §52.D]

(10)   Committees of the Board. The Policy Board may designate one or more committees of the Board by a vote of a majority of the directors then in office. The committees may be standing or ad hoc.

(f)   OCAST administrative assistance. Oklahoma Center for the Advancement of Science and Technology (OCAST) shall provide administrative, planning, and other assistance to the Policy Board, including the preparation of an annual report from each to the Governor, President Pro Tempore of the Senate and Speaker of the House on the status of the EDGE Fund and impact of funded projects and programs. OCAST shall employ one full-time-equivalent employee to provide staff assistance to the Policy Board and its Executive Director for the purposes of implementing this subsection. Subject to the availability of funding, the Executive Director, pursuant to a request from and approval by the Policy Board, may employ additional full-time-equivalent employees. In no event shall more than 1.0% of the total assets of the EDGE Fund be expended annually for administrative expenses associated with the EDGE Fund and the Policy Board. [62 O.S. 2006, §52 (I)]

(g)   Conflict of interest. If a member of the Policy Board, officer, agent or employee of the Policy Board has any direct or any indirect interest in any approval contract or agreement upon which the member, officer, agent or employee may e called upon to act or vote, the Board member, officer, agent or employee shall disclose the same to the secretary of the Board prior to the taking of final action by the Board concerning such contract or agreement and shall so disclose the nature and extent of such interest and the acquisition thereof, which disclosure shall be publicly acknowledged by the board and entered upon the minutes of the Board. A Board member, officer, agent or employee who holds such an interest shall refrain from any further official involvement in regard to any such contract or agreement, from voting on any matter pertaining to such contract or agreement, and from communicating with other board members, officers, agents or employees concerning said contract or agreement. Any member of any advisory committee, panel, or contract review committee of the Policy Board shall be deemed, for purposes of these conflict of interest provisions, an agent of the Policy Board. Any disclosure by a person serving on any committee or panel of the Policy Board shall be deemed made, when made to the chair or secretary of such committee or panel, but in any event shall promptly thereafter be forwarded to the Secretary of the Board.

(h)   Reports, audits and reviews.

(1)   Rules and procedures. With assistance from OCAST, the Policy Board shall:

(A)   Promulgate rules and develop procedures and protocols for establishing technical advisory panels, selection review criteria and competition criteria; and

(B)   Develop procedures to account for funds and to measure the progress of projects and deliverables. [62 O.S. 2007 §52 (L)].

(2)   Annual report. The Board shall submit an annual report no later than November 1 to the Governor, the President Pro Tempore of the Senate and the Speaker of the House of Representatives that shall include a description of the accomplishments and activities of the EDGE Fund and the Policy Board for the prior fiscal year. The annual report may account for the ways in which the need, mission and programs of the Policy Board have been carried out, including a review of the Policy Board's operations and transactions according to the objective measures set forth in the business plan. The report may recommend specific changes in the activities of the Policy Board that are necessary to better carry out its need and mission. The report may include elements the Board identifies as hampering the state's economic progress and recommendations for changes.

(3)   Annual audit. The Policy Board shall submit annually to an independent audit in accordance with generally accepted accounting principles that shall examine, among other things, actions governed by the Policy Board's administrative policies and procedures.

(4)   Project audits. The projects and funds of the EDGE Fund shall be subject to audit by the State Auditor and Inspector. [62 O.S. 2006, §52.M]

[Source: Added at 25 Ok Reg 1905, eff 7-1-08]