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• • • FINAL —11 /6/06 (11/14/06) tnw Subdivision 2. Appointment of Directors. Each Member shall appoint one representative, who must be an elected official, to the Board, and said representative shall be called a "Director ". The appointment process shall follow MN Statutes Chapter 103B.227, Subdivisions 1 and 2. Subdivision 3. Term of Office. Each Director shall serve at the will and consent of the Member making the appointment and for a three year term of office as follows: 1) The Directors appointed by the Cities of Lino Lakes and White Bear Lake and the Township of White Bear shall be appointed for a three year term, the anniversary of which is January_l, 2004 and every three years there after. 2) The Directors appointed by the Cities of North Oaks, Gem Lake and Vadnais Heights shall be appointed for a term of three years, the anniversary of which is January 1, 2005 and every three years there after. The term of office of each Director shall commence from the date of their appointment and will continue until their successors are selected. Subdivision 4. Eligibility to Serve. Each Member shall determine the eligibility or qualification standards for its Director appointment. Eligible appointees should be compliant with M.S._Section 103B.227, which provides that City Staff may not serve as a Director. Subdivision 5. Record of Appointment. Each governmental unit shall, within thirty (30) days following the appointment of a Director, file a written notice of such appointment with the Secretary of the Board. Subdivision 6. Appointment of Alternate Director. One Alternate Director may be appointed by each of the Members to this Agreement. The Alternate may attend the meetings with the Board of Directors, but only the appointed Director or the Alternate Director shall be allowed to vote on any matters before the Board. Subdivision 7. Appointment of Technical Commission Representative. Each Member to this Agreement shall appoint one commissioner and may appoint one alternate to serve on the Technical Commission. Subdivision 8. Compensation. Directors shall serve without compensation and without 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 or Alternate for his/her service, as authorized by the Member. SECTION V ORGANIZATION OF THE BOARD OF DIRECTORS Subdivision 1. Annual Meeting; Election of Officers. At the first meeting of the Board each calendar year thereafter, also known as the Annual Meeting, the Board shall elect from among the Directors a Chair, Vice Chair, Secretary and Treasurer, or a combination 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. Subdivision 2. Duties of officers 1) The Chair shall preside over meetings of the Board, and in the absence of the Chair, the Vice Chair shall perform this duty. In the absence of the Chair or Vice Chair, the