Res 2007-043 - Laserfiche WebLink

Home Browse Search

I (4) As further provided in Article XIII hereof, a proposal to amend these Bylaws. D. The concurrence of nine (9) or more Directors (by voting in favor of a matter at a Board meeting at which a quorum of the Board is in attendance) shall be required for any of the following actions: (1) Authorizing the issuance of bonds or the approval of a promissory note or other instrument creating debt. (2) Creation of an Executive Committee. E. A Director who is present at a meeting of the Board at which any Agency action is taken shall be presumed to have assented to such action unless his or her dissent or abstention shall be entered in the minutes of the rneeting, or unless the Director files his or her written dissent or abstention to such action with the person acting as the secretary of the meeting before the adjournment thereof. Such right to dissent or abstain shall not apply to a Director who voted in favor of the action. Section 4.7 Conduct of Business. I A. At the rneetings of the Board, matters pertaining to the purposes ofthe Agency shall be considered in such order as from tirne to tirne the Board may determine. B. At all meetings ofthe Board, the Chairperson shall preside, and in the absence of the Chairperson, the Vice Chairperson shall preside. In the absence of the Chairperson and the Vice Chairperson, a chairperson shall be chosen by the Board for that meeting from among the Directors present. C. The Secretary of the Agency shall act as secretary of all meetings of the Board, but in the absence of the Secretary, the presiding officer may appoint any person to act as secretary ofthe meeting. D. The Board shall appoint a General Manager and designate the duties and responsibilities of the General Manager or other designee pursuant to a resolution. I Section 4.8 Executive Committee. Other Committees. The Board rnay, by resolution passed by at least nine (9) of the Directors, designate three (3) or more Directors to constitute an executive comrnittee or other type of comrnittee. To the extent provided in the authorizing resolution, a committee may exercise the powers designated by the Board in the management of the Agency, except where action of the Board is required by statute or in these Bylaws. A committee shall act in the manner provided in the authorizing resolution. Each committee so designated shall keep regular minutes of the transactions of its meetings and shall cause such minutes to be recorded in books kept for that purpose in the office of the Agency, and shall report the same to the Board from time to time. Committees authorized to exercise the powers of the Board shall give notice of any rneeting in the manner required for a meeting of the Board under the Open Meetings Act and these Bylaws. -4-