General Rules

A. Meetings

  1. The Board will hold an ordinary meeting once a week, preferably on Thursdays.

  2. Notice of meeting, including the agenda, draft motions and the relevant background information, should be sent to all Board Members and to the Finance Minister via the Board secretariat with 48 hours’ notice.

  3. Meetings should be held on the premises of the Bank’s head office. In exceptional cases the Board is authorized to hold meetings and approve binding motions, regulations or resolutions in places other than the Bank, provided they remain within Chilean territory. The attendance of all Board Members is required. If all Board Members are not present, the minutes should clearly establish that those absent were duly informed of the meeting.

  4. The Board should hold extraordinary meetings when the Governor so announces on his own authority or because two or more Board Members have made a written request. In the case of a written request, the Governor may not refuse, in which case the meeting will be held within three working days of receiving the request. For extraordinary meetings, the Governor must give all Board Members and the Finance Minister at least 24 hours’ notice. The notice of meeting must include the agenda of issues to be dealt with, draft motions and the relevant background information.

  5. If, under exceptional circumstances, such as the urgent necessity to deal with matters that require immediate solutions, the Governor is unable to issue invitations with a minimum notice of 24 hours, then the Governor on his own decision or if requested by two or more Board Members, will call a special meeting providing Board Members and the Finance Ministry with advance notice of three hours, which should include the meeting agenda detailing the items to be discussed, draft motions, and any relevant background information.

  6. The Board may function with the attendance of at least three of its members, and resolutions shall be considered approved when they receive a favorable vote from the majority of those attending the meeting, unless the law requires a special quorum. In the case of a tie, the presiding Board Member will cast the deciding vote.

B. Participants

  1. The Finance Minister may attend Board meetings and shall have the right to voice.

  2. When the Finance Minister is absent, the Finance Undersecretary may attend Board meetings in order to keep the Minister informed of issues under discussion.

  3. The General Manager and the General Counsel should attend Board meetings, with the right to voice, and shall receive notice in the same way and with the same requirements as Board Members. An Official witness (ministro de fe) will also attend the meetings. In the case of absence, the General Manager may be replaced by someone appointed by the Board; the General Counsel by the Chief Counsel or a replacement; and the Official witness by an alternate named by the Board.

  4. Division Managers shall also attend Board meetings, provided they have received special notice of the invitation, and they will remain in the meeting until its end, unless the Board requests that all or some of them leave the meeting earlier.

  5. Similarly, other Managers or Bank personnel may also attend Board meetings provided they have received specific notice of the invitation. They will only remain in the meeting while participants are dealing with the matter for which they were summoned.

C. Agenda and Debate

  1. The General Manager, via the Board secretariat, will propose the agenda to the Governor at least 72 hours before the meeting is due to begin. The General Manager will base the agenda on the background information and data provided by the managers of the various Bank divisions.

    The Governor must include any items requested in writing by at least two Board Members on the agenda.

    Once the Agenda is set, the Governor may omit any items as he sees fit, unless their inclusion has been requested by two or more Board Members or by the Finance Minister, in which case he may only remove the item upon the request of those who initially requested its discussion.

  2. During the meeting itself, the Minister may propose to the Board, verbally or in writing, the ratification of certain motions. The Board must deal with these proposals at its next meeting and they should be included on that meeting’s agenda.

  3. The General Manager will deliver the agenda approved by the Governor to the Board secretariat on the same day of its approval for inclusion in the respective notice of meeting.

    In the case of the extraordinary and special meetings referred to in points 4 and 5A above, the agenda must be prepared sufficiently in advance to permit inclusion in the corresponding notice of meeting.

  4. Any agenda items that were debated but which remained unresolved during the meeting will be dealt with again at a future meeting, on a date to be determined by the Board. If at the following meeting the debate continues without agreements being reached, the Governor will close the debate, and the issue will be put to a vote in order to pass a resolution, unless a majority of participating Board Members vote to meet again to further debate the item, at which time a resolution must be approved. Once the debate concludes and the matter is put to a vote, Board Members will cast their votes, offering a brief summary of their reasons, should they so wish.

  5. Only items included in the meeting agenda can be the subject of motions at meetings.

  6. A majority of Board Members present or the Finance Minister can at any time request that any matter on the agenda be put to a vote during the meeting itself.

  7. During the meeting, the Finance Minister and the Board Members may request that their opinions or ideas expressed about any matter debated at the meeting or any other issue regarding general Bank policy, management or administration, be included in the minutes, regardless of whether this item was included in the agenda.

  8. The General Manager and the General Counsel, or their replacements, may register their opinions on the matters debated at the meeting in the minutes of the meeting.

D. Minutes

  1. All motions passed by the Board will be registered in the minutes for that meeting.

  2. The Witness will be responsible for preparing the minutes of each Board meeting. These will include the following:

    1. Date and time the meeting begins and ends;

    2. List of those present;

    3. Issues analyzed in the meeting and a brief summary of the information, discussion or debate of same;

    4. Opinions expressed by Board Members and the Finance Minister as indicated in 7c above;

    5. Opinions expressed by the General Manager or the General Counsel, or their replacements, as indicated in point 8c above;

    6. Motions passed by the Board and the names of those who voted for, against and abstained from voting on them, including a brief summary of the opinions on which said approval, rejection or abstention was based.

  3. The minutes will be presented to the Board at the following meeting so that Board Members and the Finance Minister may comment on the text. At this meeting, Board Members must endorse the minutes, while the Finance Minister will do so within 30 days of the meeting at which the minutes were presented and authorized by the Official Witness.

  4. Regardless of 3d, the motions approved by the Board will be implemented without waiting for the approval of the corresponding minutes, unless the Board instructs otherwise.

E. Information on Issues Discussed

  1. The minutes of Board meetings are subject to the same general confidentiality requirements as outlined in article 66 of the Basic Constitutional Act, with the exceptions indicated by law.

    In any case, the resolutions or motions approved under section 2 of article 34; of any attributions that fall under articles 35, 40, 42 and 49 of the Bank’s Basic Constitutional Act; and all those of a general nature that in the opinion of the Board or any of its Members should be public knowledge; will all be published in the official gazette (Diario Oficial).

  2. The minutes will be kept in a file in the Board secretariat and will be available for consultation by Board Members, the Finance Minister, the General Manager, the General Counsel, the Official Witness and the General Auditor.

    Board Members and others mentioned in the previous paragraph who no longer fill those posts will also be able to request specific information from meetings in which they participated. These requests require authorization from the Governor, after a report from the General Counsel. Authorization will depend to a great extent on the petitioner demonstrating legitimate interest.

  3. Notwithstanding the confidential nature of minutes, monetary, financial or foreign exchange related matters will be included in a special summary of the meeting prepared to inform the public of the debate, the opinions expressed, the motions passed and the votes cast by each Board Member, as occurred during the meeting.

    This document must be approved by the Board during the 15 days following the date when the relevant minutes were officially approved. The meeting summaries for a specific calendar month will be published along with the summary of the monetary policy meeting for the same month as referred to in number 2, letter e of the following Article II, by inclusion on the Bank web site.

    The Board secretariat will keep a file of meeting summaries approved by the Board.

  4. The Board, with the vote of the majority of the Board Members at the meeting, may decide that some motions that do not require publication under the law will be considered confidential. The Official Witness will issue special minutes for confidential motions, to be kept in her or his custody, in a file separate from those containing non-confidential motions.

F. Monthly Report

  1. The Governor must inform the Board, at the request of its Members and at least once a month, about implementation of policies and general rules decided by this body and will report on Bank functioning and development.

  2. Also, once a month, the Governor will send Board Members a report on motions implemented or for implementation. This report will also be sent to the Finance Minister.

G. Suspension and Veto Rights

  1. The Finance Minister is empowered to suspend, during the meeting itself, the application of any motion or resolution that the Board approves at that meeting for no more than 15 days, counted from the date of the corresponding session, unless all Board members insist on its implementation, in which case the suspension will be overruled.

  2. In the event that in compliance with pre-established rules the implementation of a specific motion or resolution approved by the Board is suspended, the Minister, while the suspension is in effect, may request that the Governor of the Bank, with due notice, call a special meeting to deal with the matter at hand, in which case the Governor may not refuse to call the meeting, which must take place within three working days of the request being made.

  3. In the event that the Finance Minister exercises the right to suspend, described above, motions or resolutions that involve renewing or extending existing rules covered by a specific time limit and they expire during the period of the suspension, then the rule in question will be understood to be extended until the suspension period has ended.

  4. This situation must be duly certified by the Official Secretary who will proceed to publish the extension of the period covered by the rule during the suspension period in the official gazette.

  5. Motions approved by the Board in compliance with article 49 of paragraph VIII of Title III of the Basic Constitutional Act of the Central Bank of Chile, will also be subject to veto by the Finance Minister, in which case the motion will only pass if it receives a unanimous vote from all Members of the Board.