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<br />.- <br /> <br />ARTICLE III <br /> <br />'- <br /> <br />DIRECTORS <br /> <br />Section 3.1. General Powers. The property, affairs and <br />business of the corporation shall be managed by the Board of Direc- <br />tors. <br /> <br />Section 3.2 Number: Qual i(ication; Term of Office. The <br />directors of the corporation shall consist of and shall be limited <br />to those individuals who from time to time comprise the members of <br />the City Council of the City of Rosev i lIe, Minnesota, elected or <br />appointed in accordance with the charter of the City of Roseville, <br />Minnesota. Each director shall hold off ice so long as he or she <br />remains a member of the City Counsel of the City of Roseville, <br />Minnesota, subject, however, to his or her rights to resign as a <br />director of the corporation in ,accordance with Section 3.4 hereof. <br /> <br />Section 3.3. Orga~izatioQ. The Board of Directors may elect <br />from among its own number a chairman and a vice chairman. If so <br />elected, the ChaIrman or, in his absence or on hIS failure or <br />inability to act, the vice chairman (if one be elected) shall <br />preside at all meetings of the Board and of the executive commit- <br />tee, if one be constituted. Otherwise, the president of the corpo- <br />ration shall so preside or, in his absence or on his failure or <br />inability to act, such person as may be chosen by a majority of the <br />directors present at any such meeting shall preside. The secretary <br />of the corporation or, in his absence or on his inability or refus- <br />al to act, any person who the presiding officer shall appoint, <br />shall act as secretary of each meeting of the Board and the execu- <br />tive committee, if one be constituted. Neither the chairman or the <br />vice chairman, nor any person appointed to act as secretary of a <br />particular meeting, shall be considered an officer of the corpora- <br />tion unless otherwise elected as such in accordance with Article IV <br />of these Bylaws. <br /> <br />Section 3.4. ResignatioQ. A director may resign at any time <br />by giving written notice to the president or to the secretary of <br />the corporation. The resignation of a director shall take effect <br />at the time specified therein, or, if no time is specified there- <br />in, upon receipt by the off icer of the corporation to whom such <br />written notice is given; unless otherwise specified therein, the <br />acceptance of such resignation shall not be necessary to make it <br />effective. <br /> <br />.. <br /> <br />Section 3.5. Annual Meeti~. An annual meeting of the Board <br />9f Directors shall be held for the purpose of electing the officels <br />of the corporatIon and for the transactIon ot such other busIness <br />as shaLL come ~e~o~e the meetlnq. Mulice of bUl.-h meetIng shall lJe <br />given as provl e In Section 3.9 hereof. <br />-- ~ <br /> <br />Section 3.6. Regular Meetings. Regula r meetings of the <br />Board of Directors may be held from time to time at such times as <br /> <br />'- <br /> <br />2 <br />