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Agenda 2.a. - Attachment A SECTION 2.5. Board Vacancies. The Mayor with the approval of City Council shall fill vacancies occurring on the Board, other than through expiration of term of office, for the remainder of the original term of the vacated position. SECTION 2.6. Resignations. Resignations shall be submitted in writing to the Mayor and the City Council, a minimum of sixty (60) days prior to the effective date of the resignation. SECTION 2.7. Removal of Board Members. A Board member may be removed by the Mayor and City Council for inefficiency, neglect of duty, or misconduct in office in accordance with Minnesota Statutes, Section 469.010, as amended. 3.OFFICERS SECTION 3.1. Officers. The officers of the Authority shall consist of a Chairperson, a Vice Chairperson, a Secretary, and an Executive Director. The Chairperson, the Vice Chairperson, and the Secretary shall be members of the Board and shall be elected at the annual meeting of the Authority, and no Board member shall hold more than one such office at the same time. SECTION 3.2. Chairperson. The Chairperson shall preside at all meetings of the Board. The Chairperson, with the assistance of the Executive Director, will set the monthly Board agenda. On at least a quarterly basis, the Chairperson shall meet with the City Manager to discuss HRA matters. SECTION 3.3. Vice Chairperson. The Vice Chairperson shall preside at any meeting of the Board in the absence of the Chairperson and may exercise all powers and perform all responsibilities of the Chairperson if the Chairperson cannot exercise or perform the same due to absence or other inability. SECTION 3.4. Chairperson Pro Tem. In the absence or inability of the Chairperson and the Vice Chairperson at any meeting, the Board may appoint any remaining Board member as Chairperson Pro Tem to preside at such meeting. SECTION 3.5. Secretary. In the absence of the Executive Director, the Secretary shall keep minutes of all meetings of the Board and shall maintain all records of the Authority. The Secretary shall also have such additional duties and responsibilities as the Board may from time to time and by resolution prescribe. SECTION 3.6. Executive Director. The Authority shall appoint an Executive Director nominated by the City Manager. The Executive Director shall be the chief appointed executive officer of the Authority, and shall have such additional responsibilities and authority as the Board may from time to time by resolution prescribe. In addition, the Executive Director is responsible for recording and maintaining accurate records of the meetings of the Board and of all official actions taken by or on behalf of the Authority. SECTION 3.7. Replacement of Officers. In the event the office of any officer becomes vacant, a replacement officer shall be elected at the next regularly scheduled meeting to serve out the balance of the original term of the vacated office. 4.MEETINGS OF THE HRA BOARD R:\HRA\2014_mtgs\01.21.14\2a.bylaws\2_a_Attachment_A_Roseville HRA Bylaws - 395206v3.DOC 395206v3 SJB RS275-1