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INITIAL DRAFT 4-14-25 5 shall provide VLAWMO written notice within 10 days of the removal. The governing body of the Member shall act within 90 days to appoint an elected official to fill the vacancy and shall promptly provide VLAWMO written notice of such appointment. 3.7 Vacancies. A Member shall notify VLAWMO in writing within 10 days of the occurrence of a vacancy in its Director or Alternate Director positions. VLAWMO will notify BWSR of the vacancy within 30 days of receiving the notice of a vacancy as required by Minn. Stat. § 103B.227, subd. 1. The Member shall comply with the requirements of Minn. Stat. § 103B.227, subd. 2 and appoint someone to fill the vacancy. The Member shall promptly notify VLAWMO of the appointment in writing. The appointed person shall serve the unexpired term of the position. 3.8 Appointment of Technical Commission Commissioners. Each Member to this Agreement shall appoint one Commissioner, and may also appoint one Alternate Commissioner, to serve on the Technical Commission. A Member shall promptly appoint someone to fill a vacancy in their Commissioner or Alternate Commissioner positions. 3.9 Compensation. Directors, Alternate Directors, and Commissioners shall serve without compensation and without an expense allowance from VLAWMO. A Director may be reimbursed for out-of-pocket expenses incurred on VLAWMO business with the approval of the Board. A Member may compensate its Director, Alternate Director, Commissioner, and Alternate Commissioner for their service, in the discretion of the Member. 3.10 Annual Meeting; Election of Officers. At a meeting of the Board held no later than April of each calendar year, also known as the Annual Meeting, the Board shall elect from among the Directors a Chair, Vice Chair, a Secretary-Treasurer, and such other officers as it deems necessary to conduct its meetings and affairs. An Alternate Director may not serve as an officer of VLAWMO. 3.11 Duties of Board Officers. (a) Chair. The Chair shall preside over meetings of the Board, sign checks, and review audits. In the absence of the Chair, the Vice Chair shall perform the Chair’s duties. In the absence of the Chair or Vice Chair, the Secretary-Treasurer shall serve as the presiding officer at the Board meeting. The Chair shall retain all rights of a Director to speak, make motions, and vote on matters coming before the Board. (b) Vice Chair. The Vice Chair shall preside at meetings when the Chair is absent and shall automatically be promoted to complete the annual term of the Chair if the then current Chair resigns or is removed from the Board. (c) Secretary-Treasurer. The Secretary-Treasurer shall maintain a record of the proceedings of the Board, be responsible for the custody of the Board’s records, see that notices are duly given, and complete such other duties as the Board may assign. The Secretary-Treasurer shall also be responsible for all monies of VLAWMO and shall periodically report the fiscal condition of VLAWMO to the Board. The