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V. MEMBERSHIP <br /> Section 1. The municipalities of Arden Hills, Falcon Heights, Little Canada, <br /> Lauderdale, Mounds View, New Brighton,North Oaks, Roseville, and St. Anthony are <br /> eligible to be the Members of the Commission. Any municipality geegr- phieal y een4i ., etts <br /> te &+y of these named wittnieipalities and served by a cable communications system through <br /> the same Grantee may become a Member pursuant to the terms of this Agreement. <br /> Section 2. Any municipality desiring to become a Member shall execute a copy of <br /> this Agreement and conform to all requirements herein. <br /> Section 3. The initial Members shall be those municipalities listed in Section 1 of <br /> this Article V. <br /> Section 4. Municipalities desiring to become Members after the date specified in <br /> Article V; Section 3, may be admitted by an affirmative vote of two-thirds (2/3) of the votes <br /> of the Members of the Commission, with at least a majority of the Members €rye-(5) <br /> "voting in the affirmative. The Commission may, by resolution, impose conditions <br /> upon the admission of additional members. <br /> VI. DIRECTORS; VOTING <br /> Section 1. Each Member shall be entitled to one (1) director to represent it on the <br /> Commission. Each director is entitled to vote in direct proportion to the percent of annual <br /> revenues attributable to the municipality represented by the director to the total annual <br /> revenues of the system for the prior year rounded to the nearest whole number, provided, <br /> however, that each director shall have at least one vote. For the purposes of this section, the <br /> annual revenues for each Member and the total annual system revenues as of December 31 <br /> of each year shall be determined by the records of the cable operator filed with the <br /> Commission with the annual franchise fee. Prior to the first Commission meeting in March <br /> of each year,the Secretary/Treasurer of the Commission shall determine the number of <br /> votes for each Member in accordance with this section and certify the results to the Chair. <br /> Section 2. A director shall be appointed by resolution of the Council of each <br /> Member. A director shall serve until a successor is appointed. Directors shall serve without <br /> compensation from the Commission. <br /> Section 3. Each Member may appoint an alternate director or directors. The <br /> Commission, in its By-Laws, may prescribe the extent of an alternate's powers and duties. <br /> Section 4. A vacancy in the office of director will exist for any of the reasons set <br /> forth in Minnesota Statutes Section 351.02 or upon a revocation of a director's appointment <br /> duly filed by a Member with the Commission. Vacancies shall be filled by appointment for <br /> the unexpired portion of the term of director by the Council of the Member whose position <br /> on the Commission is vacant. <br /> 2 <br />