2023 Laws of Puerto Rico › TITLE SIX - Nonprofit Associations (§§ 1 — 108) › Chapter 3 - Hospitalization and/or Surgeons’ Services Associations (§§ 41 — 55) › § 43 - Directors

The Board of Directors of a nonprofit association organized for the purpose of establishing, maintaining and operating a hospital and/or medical-surgical service plan shall be composed of groups of the following persons:
(1) When the Association is organized under this chapter and operates a plan of hospital and medical-surgical services:
(a) Representatives of the associated hospitals, chosen in the Annual Meeting of the Association, by the managers, directors, trustees or representatives of the hospital who may have contracted with the association for furnishing services to its subscribers and who attend the Annual Meeting of the Association as delegates of said hospitals.
(b) Associated doctors, not included in group (a) equal in number to group (a), chosen in the Annual Meeting of the Association by and among the doctors who may have contracted with the association for furnishing services to its subscribers attending said Meeting as delegates of the associated doctors.
(c) Representatives of the subscribers, equal in number to the sum of groups (a) and (b) above-mentioned, who shall not be doctors nor managers, trustees, representatives, or employees of the associated hospitals participating in the plan, chosen by the subscribers attending the Annual Meeting of the Association as delegates of the subscribers.
(2) When the plan is organized under this chapter and operates only a hospital service plan:
(a) Representatives of the associated hospitals, chosen in the Annual Meeting of the Association, by the managers, directors, trustees or representatives of the hospitals who may have contracted with the association for furnishing services to its subscribers and attend the Assembly as delegates of the associated hospitals.
(b) Representatives of the subscribers who shall not be doctors nor managers, trustees, representatives or employees of the associated hospitals participating in the plan, chosen by the subscribers attending the Annual Meeting of the Association as delegates of the subscribers equal in number to group (a).
(3) When the plan is organized under this chapter and only operates a medical-surgical plan:
(a) Associated doctors chosen in the Annual Meeting of the Association by and among the doctors who may have contracted with the association for furnishing services to its subscribers and who attend the Meeting as delegates of the associated doctors.
(b) Representatives of the subscribers who shall not be doctors, nor managers, trustees, representatives or employees of the hospitals participating in another plan organized under this chapter, chosen by the subscribers attending the Annual Meeting of the Association as delegates of the subscribers equal in number to group (a).
Provided, That in case one or two of these groups shall not elect representatives to their General Meetings or to the Board of Directors, having the opportunity to do so, or in case they shall elect them and such representatives shall refuse to act during the term of their incumbency, both the General Meeting and the Board of Regents shall be lawfully composed by the representatives of the remaining group or groups.
The members of the Board of Directors shall serve office for the term approved in an Annual Meeting of the Association, which shall not be for more than two (2) years, and until their successors are appointed and qualify.
In the event of a draw on submitting to vote any matter to the Board of Directors, the latter, within the unextendible term of three calendar days, shall choose a person which shall be known as the “additional member of the Board” who shall decide on the draw which took place in the voting. If said member is not chosen within the indicated term, the Board shall immediately, and without pretext or excuse of any kind, submit the matter to the Commissioner of Insurance so that said official or the person whom he may delegate, who for these purposes shall be considered the additional member of the Board, shall decide on the draw arisen in the voting.
History —May 9, 1942, No. 152, p. 828, § 3; May 7, 1949, No. 196, p. 616, § 2; June 19, 1959, No. 62, p. 170, § 1; June 21, 1968, No. 109, p. 219, § 1.