II SÉRIE-A — NÚMERO 98 12

(i) Except as otherwise expressly provided in this Agreement, all matters before the Board of Governors

shall be decided by a majority of the votes cast.

(ii) A Super Majority vote of the Board of Governors shall require an affirmative vote of two-thirds of the total

number of Governors, representing not less than three-fourths of the total voting power of the members.

(iii) A Special Majority vote of the Board of Governors shall require an affirmative vote of a majority of the

total number of Governors, representing not less than a majority of the total voting power of the members.

3. In voting in the Board of Directors, each Director shall be entitled to cast the number of votes to which the

Governors who elected him are entitled and those to which any Governors who have assigned their votes to him,

pursuant to Schedule B, are entitled.

(i) A Director entitled to cast the votes of more than one member may cast the votes for those members

separately.

(ii) Except as otherwise expressly provided in this Agreement, all matters before the Board of Directors shall

be decided by a majority of the votes cast.

Article 29 The President

1. The Board of Governors, through an open, transparent and merit-based process, shall elect a president of

the Bank by a Super Majority vote as provided in Article 28. He shall be a national of a regional member country.

The President, while holding office, shall not be a Governor or a Director or an Alternate for either.

2. The term of office of the President shall be five (5) years. He may be re-elected once. The President may

be suspended or removed from office when the Board of Governors so decides by a Super Majority vote as

provided in Article 28.

(a) If the office of the President for any reason becomes vacant during his term, the Board of Governors shall

appoint an Acting President for atemporary period or elect a new President, in accordance with paragraph 1 of

this Article.

3. The President shall be Chairman of the Board of Directors but shall have no vote, except a deciding vote

in case of an equal division. He may participate in meetings of the Board of Governors but shall not vote.

4. The President shall be the legal representative of the Bank. He shall be chief of the staff of the Bank and

shall conduct, under the direction of the Board of Directors, the current business of the Bank.

Article 30 Officers and Staff of the Bank

1. One or more Vice-Presidents shall be appointed by the Board of Directors on the recommendation of the

President, on the basis of an open, transparent and merit-based process. A Vice-President shall hold office for

such term, exercise such authority and perform such functions in the administration of the Bank, as may be

determined by the Board of Directors. In the absence or incapacity of the President, a Vice-President shall

exercise the authority and perform the functions of the President.

2. The President shall be responsible for the organization, appointment and dismissal of the officers and staff

in accordance with regulations adopted by the Board of Directors, with the exception of Vice-Presidents to the

extent provided in paragraph 1 above.

3. In appointing officers and staff and recommending Vice-Presidents, the President shall, subject to the

paramount importance of securing the highest standards of efficiency and technical competence, pay due regard

to the recruitment of personnel on as wide a regional geographical basis as possible.

Article 31 The International Character of the Bank

1. The Bank shall not accept Special Funds, loans or assistance that may in any way prejudice, limit, deflect

or otherwise alter its purpose or functions.

2. The Bank, its President, officers and staff shall not interfere in the political affairs of any member, nor shall

they be influenced in their decisions by the political character of the member concerned. Only economic

considerations shall be relevant to their decisions. Such considerations shall be weighed impartially in order to

achieve and carry out the purpose and functions of the Bank.