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vacancy on the Board, the original appointing authority shall appoint a new member to fill the respective vacancy for the remainder of that term. Each member shall serve until their successor is appointed and qualified as provided by the appointing authority. Each member shall serve without compensation; however each appointing authority may determine whether to pay per diem to their respective members pursuant to their own policy and procedures. There shall be..r�c alternate members..of the_Board. nieffiber-ship en the Sub qtii4 It appointee, .. . 1 ARTICLE III- OFFICERS Section 3.1. Officers. The officers of the. Authority shall be a ehaif -Chair and a vim e1�1 Vice Chair, each of whom shall have the usual duties and powers of such offices, the duties and powers given to them by the Board from time to time, and those duties and powers prescribed by Minnesota law or these bylaws. The Chair and Vice Chair shall be elected annually by the Board. The Chair shall be the non-elected official member appointed by the City; the Vice Chair shall be appointed by the Ramsey County Board from its members on the JDA Board. Section 3.2. Chair. The char air shall preside at all meetings of the Board. Except as otherwise authorized by resolution of the Board, the ehaffChair shall sign all contracts, deeds, and other instruments made or authorized by the Board. At each meeting the eh-c*, Chair shall submit such recommendations and information as he or she may consider proper concerning the business, affairs, and policies of the Authority. Section 3.3. Vice Chair. The vie =Vice..Chail shall perform the duties of the ehaffChair in the absence or incapacity of the ehair- air. In case of the resignation or death of the hair,the : ehafrVice Chair shall perform the duties of the ehai�Chair until such time as the Board shall elect a new e aif hair. Section 3.4. i Admini trative Director. The "Lead ��appoh�wed-�y the County shall sefv as the exeeuti.v° difeetEw oin he Ad1x1i 'strative Direc r of the Authority. The e)iee e dife4o�Adlninistrative Director shall be the chief a, veadministrative officer of the Authority, shall have general supervision over the administration of its business and affairs, subject to the direction of the Authority, and shall have such additional responsibilities and authority as the Board may from time to time by resolution prescribe. The e*e , ive direete Administrative Director shall serve at the pleasure of the County. Section 3.5. Development Direc r. The City shall a int the DeveloPL-ent..Diector o the Authority. The Develonment Director shall have eneral s ervision aver code enforcement activi 'e on the T AAP Site and avers e he JDA develo me reviewcess subject to the directio the d and steal ve such additional re nsibil'tie and a th t as t 1 and a Page 2 of 7$ 421119v4.5 MT'N TW 185-1