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HomeMy WebLinkAboutResolution No. 06-01 EDALINO LAKES ECONOMIC DEVELOPMENT AUTHORITY RESOLUTION NO. 06-01 RESOLUTION AMENDING THE BY-LAWS OF THE ECONOMIC DEVELOPMENT AUTHORITY BE IT RESOLVED By the Board of Commissioners ("Board") of the Lino Lakes Economic Development Authority ("Authority") as follows: WHEREAS, The Authority and its governing body, the Board, was established on June 11, 1990 under Minnesota Statutes Sections 469.090 to 469.108; WHEREAS, The Authority adopted By -Laws of the Lino Lakes Economic Development Authority ("by-laws") outlining organization and procedures for the Authority. WHEREAS, Section 3.1 of the by-laws establish an annual meeting of the Board to be held on the third Monday of January of each year at 6:00 p.m. WHEREAS, Section 3.2 of the by-laws establishes regular meetings of the Board to be held on the third Monday of each month at 6:00 p.m. WHEREAS, Section 3.3 of the by-laws establishes the procedure for special meetings of the Board. NOW, THEREFORE, BE IT RESOLVED by the Lino Lakes Economic Development Authority as follows: 1. The annual meeting of the Board will be held on the 2"d Monday of January in each year after the regularly scheduled Lino Lakes City Council meeting. 2. The Board shall hold meetings in the manner described in the amended Section 3.2 of the by-laws for the purpose of official business of the Authority in lieu of regular monthly meetings. Approved by the Board of Commissioners of the Lino Lakes Economic Development Authority this 23`h day of January, 2006. ATTEST: Secretary 3. Procedures of Board of Commissioners Section 3.1. Annual Meeting. The annual meeting of the Board shall be held after the first City Council meeting of the year on the 3 214,Monday of the month of January in each year. Section. 3.2. Regular Meetings. The Board shall hold regular meetings on the 3fd Monday of each month, commencing at o'clock p.m., C.T., or at other time as the Board may determine =.T Section 3.3. 3.2. Special Meeting. Board Meetings. Special Meetings of the Board may be called for :14,91n ciai b ofthe Authority by the President or, in the event of the President's absence or inaliblillgty!'1;y, ° the Vice President at any time, upon three days prior notice to all Commissioners and the Executive Director. Upon the same notice, special meetings of the Board may also be called by any two Commissioners. The Executive Director shall post notice of any special meeting in the principal office of the Authority no less than three days prior to such special meeting. Section 3,4. 3.1‘iQuorum. Section 3.5. 3.4. Adoption of Resolutions. Section. 3-6. . 15. Rules of Order. AGENDA ITEM 4 STAFF ORIGINATOR: Mary Alice Divine DATE: 01/23/06 TOPIC: Resolution No. 06-01 amending EDA by-laws BACKGROUND: When the Lino Lakes Economic Development Authority was established in 1990, a set of by-laws was adopted along with the enabling resolution establishing the Authority. The by-laws (attached) included organizational procedures as well as established a time and date for annual and regular meetings. Since the time the EDA was established, the EDA has not held an annual meeting on that date, nor has it held regular monthly meetings. Instead, it has met as needed to consider official business. The first meeting held each year is considered its annual meeting when appointments are made. At least one meeting has occurred each year since the EDA was established. This amendment to the by-laws is being recommended to bring them into compliance with accepted practice. The amendment includes: 1. Holding an annual meeting on the fourth Monday in January of each year so that is coincides with the same night the City Council meets. This meeting will be held for election of officers for the year, and any other business that comes before the Authority. 2. Holding meetings throughout the year only as needed, as has been accepted practice, for the purpose of conducting necessary EDA business. OPTIONS: 1. Adopt Resolution No. 06-01 amending the by-laws. 2. Deny Resolution No. 06-01 3. Consider other alternatives to EDA meetings. RECOMMENDATION: Option 1 BY-LAWS OF THE LINO LAKES ECONOMIC DEVELOPMENT AUTHORITY 1. The Authority Section 1.1. Name of the Authority. The name of the Authority shall be the Lino Lakes Economic Development Authority (hereinafter, the "Authority"), and its governing body shall be called the Board of Commissioners (hereinafter, the "Board"). Section 1.2. Office. The principal office of the Authority shall be at City Hall, 1189 Main Street, Lino Lakes, Minnesota. Section 1.3. Seal. The Authority shall have an official seaL 2. Organization Section 2.1. Officers. The officers of the Authority shall consist of a President, a Vice President, a Secretary, a Treasurer and an Assistant Treasurer. The President, the Vice President, and the Treasurer shall be members of the Board and shall be elected annually, and no Commissioner may serve as President and Vice President at the same time. The offices of Secretary and Assistant Treasurer need not be held by a Commissioner. Section 2.2. President. The President shall preside at all meetings of the Board. Section 2.3. Vice President. The Vice President shall preside at any meeting of the Board in the absence of the President and may exercise all powers and perform all responsibilities of the President if the President cannot exercise or perform the same due to absence or other inability. Section 2.4. President Pro Tem. In the event of the absence or inability of the President and the Vice President at any meeting, the Board may appoint any remaining Commissioner as President Pro Tem to preside at such meeting. Section 2.5. Treasurer. The Treasurer shall receive and be responsible for Authority money, shall disburse authority money by check only, keep an account of all Authority receipts and disbursements and the nature and purpose relating thereto, shall file the Authority's financial statement with its secretary at least once a year as set by the Authority, and be responsible for the acts of the assistant treasurer. Section 2.6. Assistant Treasurer. The Assistant Treasurer shall have all the powers and duties of the Treasurer if the Treasurer is absent or disabled. Section 2.7. Secretary. The Secretary shall keep or cause to be kept minutes of all meetings of the Board and shall maintain or cause to be maintained all records of the Authority. The Secretary shall also have such additional duties 1 and responsibilities as the Board may from time to time and by resolution prescribe. Section 2.8. Executive Director. The Executive Director shall be designated from time to time by the Authority, 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. The Executive Director shall serve at the pleasure of the Board. 3. Procedures of Board of Commissioners Section 3.1. Annual Meeting. The annual meeting of the Board shall be held at (I nb p.m. on the ';'4 &4 7,"- of the month of in each year. Section 3 2. Regular Meetings. The Board shall hold regular meetings on the gra 3•Ikr• of each month, commencing at o'clock p.m., C.T., or at other time as the Board may determine. Section 3.3. Special Meetings. Special meetings if the Board may be called by the President or, in the event of the President's absence or inability, by the Vice President at any time, upon three days prior notice to all Commissioners and the Executive Director. Upon the same notice, special meetings of the .Board -� may also be called by any two Commissioners. The Executive Director shall post notice of any special meeting in the principal office of the Authority no less than three days prior to such special meeting. Section 3.4. Quorum. A quorumof the five member Board shall consist of three Commissioners. In the absence of a quorum, no official action may be taken by, on behalf of, or in the name of the Board or the Authority. Section 3.5. Adoption of Resolutions. Resolutions of .the:.Board shall be deemed adopted if approved by not less than a simple majority of all Commissioners present. Resolutions may but need not be read aloud prior to vote taken thereon and may but need not be executed after passage. Section 3.6. Rules of Order. The meetings of the Board shall be governed by the most recent edition of Robert's Rules of Order. 4. Miscellaneous Section 4.1. Fiscal Year. The fiscal year of the Authority shall be the same as the City's fiscal year. Section 4.2. Treasurer's Bond. The Treasurer shall give bond to the state conditioned for the faithful discharge of official duties. The bond must be approved as to form and surety by the Authority and filed with the Secretary and 2 11. There is attached hereto as Exhibit "A" a list of municipal development districts created by the Council pursuant to Minnesota Statutes Sections 460.124 through 469.134 and tax increment districts created by the Council pursuant to Minnesota Statutes Sections 469.174 through 469.179, or its predecessors, the control, authority and operation of which are hereby transferred to the EDA. The EDA shall accept the transfer of these projects and districts and shall pledge to perform the terms, conditions and covenants of all agreements outstanding with respect thereto. 12. There is attached hereto as Exhibit "B" a list of certain real estate located within the above-described districts which the Council conveys to the EDA by this resolution and by separate deed. Such property shall be accepted and used by the EDA in accordance with the EDA Act. 13. There is attached hereto as Exhibit "C" a list of litigation currently pending with respect to the districts transferred to the EDA pursuant to paragraph 11 and property transferred to the EDA pursuant to paragraph 12. 14. There is attached hereto as Exhibit "D" a list of funds and accounts currently existing in the City which are hereby redesignated in the name of the EDA and transferred to the ownership and control of the EDA to be used in accordance with prior agreements and covenants of the Council and the EDA Act. 15. There is attached hereto as Exhibit "E" a list of agreements respecting the transferred districts and projects, the City's interests in which are hereby assigned to the EDA and the terms, conditions and covenants of which shall be performed by the EDA. 16. City officials and staff are hereby authorized and directed to execute such deeds, assignments, requisitions, directives and agreements as may be necessary and appropriate to carry out the terms, conditions and intension - of this enabling resolution. 17. The EDA may request the City to levy a tax up to the maximum tax for.the benefit of the EDA as specifically set forth in Section 469.107 of the EDA Act. 18. Nothing shall prevent the City from modifying this enabling resolution to impose limits on the powers of the EDA or provide for other matters as authorized in the EDA Act or other law. 19. This resolution shall become effective when the EDA holds its first meeting and accepts the transfers herein described. 20. Notwithstanding any provision herein to the contrary, the authority granted to the EDA pursuant to paragraph 2 above shall not be exercised until the EDA has established an advisory board which shall be comprised of all of the members of the City's Economic Development Commission. 3 by which the. Authority may be bound shall be executed by the President and/or the Executive Director or by such other Commissioners or Officers of the Authority as the Board may by resolution prescribe. Section 4.12. Amendment of By -Laws. These By -Laws may be amended by the Board by majority vote of all the Commissioners, provided that any such proposed amendment shall first have been delivered to each Commissioner at least five days prior to the meeting at which such amendment is considered. LN140-12 4