1. (1) The institute shall be governed by a board of directors which shall manage and conduct the business and affairs of the institute.

2. (2) The institute board shall consist of seven voting members as follows:

   1. (a) the executive director, appointed as described in Section 53H-16-304;
   2. (b) the director of the Talent Ready Utah Program, described in Section 53H-13-303; and
   3. (c) five individuals with relevant experience, whom the commissioner and the executive director jointly appoint.

3. (3)

   1. (a) A member described in Subsection (2)(c):

      1. (i) shall serve a term of two years; and
      2. (ii) may serve more than one term.
   2. (b) The commissioner, jointly with the executive director, may remove a member from the institute board.
   3. (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. (4) The commissioner, jointly with the executive director, shall appoint the chair of the institute board.

5. (5)

   1. (a) A majority of the members of the institute board constitutes a quorum of the institute board.
   2. (b) The action by a majority of the members of a quorum constitutes the action of the institute board.

6. (6) A member of the institute board:

   1. (a) is subject to any restrictions on conflicts of interest specified in the organizational documents of the institute;
   2. (b) may not influence a vote by the investment committee related to a qualified investment by the Nucleus Fund, if the member has an interest in the qualified investment; and
   3. (c) may not receive compensation or benefits for the member's service.

Amended by Chapter 138, 2026 General Session