Chapter 22:20 Sovereign Wealth Fund of Zimbabwe Act 10/2013 (b) for any other reason, the private interests of a member come into conflict with his or her functions as a member; the member shall forthwith disclose the fact to the Board. (3) A member referred to in subparagraph (2) shall take no part in the consideration or discussion of, or vote on, any question before the Board which relates to any interest, property or right referred to in that subparagraph. (4) Any person who contravenes subparagraph (2) or (3) shall be guilty of an offence and liable to a fine not exceeding level four or to imprisonment for a period not exceeding three months or to both such fine and such imprisonment. Committees of Board 10. (1) For the better exercise of its functions, the Board may, subject to paragraph 11, establish one or more committees in which it may vest such of its functions as it thinks fit: Provided thatthe vesting of a function in a committee shall not prevent the Board from itself exercising that function, and the Board may amend or rescind any decision of the committee in the exercise of that function. (2) The Board may appoint persons who— (a) are not members; or (b) are employed by the State or an entity in which the Fund has made an investment; to be members of any committee established in terms of subsection (1). (3) The chairperson of the Board or of a committee may at any reasonable time and place convene a meeting of that committee. (4) The procedure of each committee shall be as fixed from time to time by the Board. (5) The Board shall ensure that, so far as possible, no member of a committee who is employed by an entity in which the Fund has made an investment has access to confidential information regarding his or her employer’s competitors. (6) Subject to this paragraph, paragraphs 8(2) to (9) and paragraph 9 shall apply, with any necessary changes, to committees and their members as they apply to the Board and its members. Standing committees of Board 11. The Board shall, in terms of paragraph 10, establish the following committees of the Board— (a) an Audit Committee in accordance with section 84 of the Public Finance Management Act [Chapter 22:19] (No. 11 of 2009); and (b) an Appointments Committee to make recommendations to the Board on the suitability of persons to be employed or retained by the Board, including investment managers; and (c) an Investments Committee to monitor the investments of the Fund; and (d) a Discipline and Ethics Committee to monitor and enforce compliance with the Board’s code of conduct and ethics; and (e) a Risk Management Committee to assess, monitor and manage specific and overall risks affecting the Fund. Minutes of proceedings of Board and of committees 12. (1) The Board shall cause minutes of all proceedings of and decisions taken at any meeting of the Board or of a committee to be entered in books kept for the purpose. 21