HomeMy WebLinkAboutEDA Bylaws 2012AMENDED AND RESTATED BYLAWS OF THE,
iCOLUMBIA HERAITS ECONOMI(I" DEVELOPMENT AUTHORITY
ARTICLE I -THE AUTHORFry
Section 1. NAME OF ALYTIJORITY. The name ofthe Authority is tile T.OlUmbia I-leights
Economic Development Authority %"
Section 2. OFTJCI": 01' A (JTI I R ITY. The offices of' the Authority are at City I fall in the
City of Columbia Sleights, Minnesota. "file Authority may hold its meetings at, such other place or
places as it designates by resolution.
Section 3. ( " I OMMISSIONERS. The Authority is governed by seven commissioners
appointed in the manner prescribed by City COLITICH Resolution No. 96-01, as amended ('E'llabling
Resolution) and Minnesota Statutes, Sections 469.090 to 469.1081 (Act),
Section 4. OFFICIAL SEAL. The Authority shall have an official sea], which shall
be in the 66nn ofa circle and shall bear the name of the Authority and the year of its organization.
ARTICLE 11 - OFFI(m'ERS
Section I . OFFICERS. The officers ofthe Authority are the President, tile Vice-president.
tile Secretary, the 'Treasurer and the Assistant Treasurer. The President, Vice President, Treasurer
and Secretary shall be elected annually. The Assistant Treasurer shall be elected at the
organizational meeting ofthe Authority an(] shall serve until another person is elected by action of'
the Authority. No commissioner may serve as President and Vice President at the same time. The
offices of Secretary and Assistant. Treasurer need not be held by a commissioner.
Section 2. PRE.SIDE'INT. The President presides at meetings ofthe Authority. Exccpt as
otherwise authorized by resolution of the Authority, the President signs contracts, deeds and other
instruments made by the Authority. At each meeting, the President may submit recommendations
and information concerning the business, affairs and policies of the Authority. At the annual
meeting, the President must submit to the Authority a report summarizing the activities and
programs of the Authority for the past, year and containing the President's recommendations for
Authority activities flor the ensuing year.
Section 3. VICE-PRF'ISIDF'NT. 'The Vice-President performs the duties ofthe President in
the absence or incapacity ofthe President; and in case of the disability or absence of the President,
or in the case of a vacancy in tile office of [)resident, the Vice-President performs the duties of the
President until a successor has been appointed and qualifies.
Section 4. SECRE-FARY. The Secretary performs the duties of' a secretary for the
Authority.
Punended May 7, 2012
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Section 5. TREASURFIR. "I he has the duties given by the Act.
Section 6. FXECTTFIVE DIRf"'C I ' I`(:) . The Columbia Heights City Manager is the
Executive Director of the Authority and has general supervision over the administration of' its
business and affairs subject to the direction of the Authority and signs contracts, deeds and other
instruments made by flie Authority, The Executive Director is responsible for the management of
the projects and general affairs of'Authority under the direction of the Commissioners,
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Section 7. OTHER ADMINISTRATIVE OFIC
FE RS. Subdivision 1. Assistant Secret, a
The AW1101-ity may designate an assistant to the Secretary to keep the records of the Authority,
record the meetings of the Authority in aJournal ot'proceedings to be kept ter that purpose and to
perform the duties of secretary under the direction oftlic Secretary, The assistant must keep in safe
custody the seal of the Authority and may affix the seal to contracts and instrurrictits authorized by
the Authority.
SLIM. 2. A ' ssistant " Treasurer, The Assistant Treasurer ofthe Authority has custody of funds
of the Authority, The Assistant Treasurer must deposit the finids in the name of the Authority in a
bank or flanks selected by the Authority. The E'xeWtive Director and the Assistant T'reasurcr Must
sign orders and checks fior the payment of money and pay out and disburse such monies under the
direction of the Authority. Except as otherwise authorized by resolution of the Authority, orders
and checks must also be cou titers igned by the ['resident. The Assistant Treasurer 111LIst keep regular
books ofacCOL111tS showing Authority receipts and expenditures and render to the Authority, at the
annual meeting (and when requested by the Authority), an account of the finaticial condition of tyre
Authority.
Subd. 3. Depity , -ector. The Columbia l4eights COMM Unity Development
J,,�� �gtive Dh
Director is the DepUty Executive Director and performs such duties and services as specified by the
Executive Director, subject to direction of the Authority. In the absence or incapacity of the
Executive Director, tile Deputy EAeCLitive Director may sign contracts, (feeds and other instruments
made by the Authority,
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Section 8. COMBINING' ADMINISTRATIVE OFFICF.S. Administrative offices nlay be
combined,
Section q. ADDITIONAL DUTIES. 'I'lic officers of'tlieAutl,i(.)iitypei-f"i)nn other duties aticI
functions as may from time to time be required by the Authority, these bylaws or the I•Liles and
regulations of the Authority.
Section 10. VACANCIES. If the office of'President, Vice- ['resident, Treasurer, Assistant
Treasurer or Secretary becortics vaca,11t, pursuant to Minnesota Statutes 351.02 or by other
provisions of law, the Authority must elect a successor at the next regular meeting or at a special
meeting called for that purpose. The successor serves for the unexpired term ofthe office.
Arn(,,nded M,ay �, ,'OL2
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ARTICLE III - MFE,rINGS
Section 1. REGULAR MI F. Monthly meetings will be held on the first Monday of
the month at 6:30 p.m. at City Hall. 11"that date is a legal holiday, in which case the meeting will be
held on the next Succeeding business day. In the event the date/titne/mecting place ofa particular
meeting must be changed, the Executive [)irecto• may make such change deetned necessary by
notifying all Commissioners of the revised meeting time and date in accordance with the
procedures for a special ineeting.
Section 3. SPECIAL. MEETINGS, Special meetings ofthe Board of ( ' 'oninlissioners may
be called by the President, two inembers of the Board of' Commissioners, or the FxeCUtiVC
Director 1'(.)r the purpose oftransacting any business designated in the call. The call (including
location of meeting) for a special meeting must be delivered to Cormnissioners at least two days
before the meeting, and notice of the meeting must be posted in the Authority's offices at least
three days before the meeting. At a special meeting, no business may be considered other than
designated in the call. If possible, the fourth "I'Llesday ofthe month sliall be the favorable meeting
date.
Section 4. QUORUM The powers of the Authority are vested in the commissioners in
office from time to time. Four commissioners constitute a qUOrUrn fior the purpose of conducting
business, but a smaller number nlay adjourn frorn time to time until as quor-urn is present, and when a
quornin is not present, a smaller number may adjourn the meeting.
Section 5. ORDF'R OF BUSINFI'SS, The following is the order of' business at regular
meetings of the Authority,
1, Roll call.
2. Approval ofminutes ofthe previous meeting.
3. Managen,writ Report.
4. Consent,,
5. All other items.
6. AdJournment.
Section 6, R!"SOLUTIONS: CONDUCT, Upon direction of* the President, or the motion
by two members ofthe Board of` Commissioners, resolutions must be in writing and placed in the
,journal of the proceedings ofthe Authority. The meeting will be conducted in accordance with
Roberts Rules of'( rder, Revised.
Section 7. MANNER, OF VOTING. Voting on questions coming before the Authority
Must be entered in the minutes ofthe meeting. When a quorurn is in attendance, action may be
taken by the Authority upon a vote ofthe inaiority oftfic commissioners,.
Ailgy ended May 7, 201 2
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ARTICLE IV - MISCELLANEOUS
Section 1. FISCAL YEAR. 'Fhe fiscal year of the Authority shall be the same as the City's
fiscal year.
Section 2. '"FREASURER'S BONI). The'ErcaSUrersmall give and to the state conditioned
for the ficlithful discharge of*official duties. The bond must be approved as to fiorni and surety by the
Authority and tiled with the Secretary and must. be for twice the amount of money likely to be on
hand at any one time as, determined at least annUally the Authority, provided, however, that the bond
must not exceed $300,000,
Section 3, REP(RT TO C1TY. The Authority shall annually, at a time designated by the
City, make a report to the City Council giving a detailed account of its activities and of its receipts
and CXpC11ditUres for the preceding calendar year. The Authority shall, at the City's request, make
available all records necessary to conduct an audit ofthe Authority's finances,
Section 4. BUDGE-F. The Authority shall annually send its budget to the City Council
which budget includes a written cstirnate of the aniount of money need by the Authority firorn the
Clity in order flor the Authority to conduct business during the UPCO111ing fiscal year.
Section S. SERVICt'IS, The Authority may contract for services of consultants, agents and
others as needed to peribrin its duties and to exercise its powers. 'I"he Authority may also use the
services of the City Attorney or hire a general counsel, as determined by the Authority. "I'lie
Authority may not, hire temporary or permanent eiliployees without prior approval of the City
Council.
Section 6. AMENDMENTS'F0 BYLAWS. The bylaws of the Authority may be amended
only with the approval of at least lour commissioners at a regular meeting or oat a special meeting
called for that purpose.
Amended and Restated Bylaws Approved May 7, 2012.
Shelley Hanson, Seer ary
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Amended May "�, 2012