(1) The institute shall be governed by a board of directors which shall manage and conduct the business and affairs of the institute.
(2) The institute board shall consist of seven voting members as follows:
(a) the executive director, appointed as described in Section 53H-16-304;
(b) the director of the Talent Ready Utah Program, described in Section 53H-13-303; and
(c) five individuals with relevant experience, jointly appointed by the commissioner, the executive director, and the director of the Talent Ready Utah Program described in Section 53H-13-303.
(3)
(a) A member described in Subsection (2)(c):
(i) shall serve a term of two years; and
(ii) may serve more than one term.
(b) The commissioner, jointly with the executive director and the director of the Talent Ready Utah Program described in Section 53H-13-303, may remove a member from the institute board.
(c) If a vacancy occurs for a member described in Subsection (2)(c), the commissioner, jointly with the executive director and the director of the Talent Ready Utah Program described in Section 53H-13-303, shall appoint a replacement to serve the remainder of the member's term.
(4) The executive director shall serve as the chair of the institute board.
(5)
(a) A majority of the members of the institute board constitutes a quorum of the institute board.
(b) The action by a majority of the members of a quorum constitutes the action of the institute board.
(6) A member of the institute board:
(a) is subject to any restrictions on conflicts of interest specified in the organizational documents of the institute;
(b) may not influence a vote by the investment committee related to a qualified investment by the Utah innovation fund, if the member has an interest in the qualified investment; and
(c) except for the executive director, may not receive compensation or benefits for the member's service.