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ARTICLE
I
NAME, REGISTERED OFFICE AND REGISTERED AGENT
Section 1. Name.
The name of this authority shall be the Wyandotte
Downtown Development Authority.
Section 2. Registered Office and Agent.
The Authority shall continuously maintain a registered
office in the City of Wyandotte, County of Wayne, State of Michigan and
a registered agent whose office address is identical to' such registered
office. The registered office and agent may be changed from time to time
by the Board of Directors of the Authority (lithe Board") subject to the
approval of the City Council.- The Community Development Director of the
city of Wyandotte shall serve in the capacity as registered agent, with
offices located in the City Hall, 3131 Biddle Avenue, Wyandotte,
Michigan 48192.
ARTICLE II
DIRECTORS
Section 1.
General Powers.
The business and affairs of Authority shall be the Board
of Directors except as managed by its Otherwise provided by Act No. 197,
PA of 1975, as amended and City of Wyandotte Ordinance No. 818.
Section 2. Replacement and Vacancies.
Subsequent directors shall be appointed by the Mayor,
subject to confirmation by the city council, for the unexpired term of
office. A director whose term of office has expired shall continue to
hold office until a successor has been appointed by the Mayor and
confirmed by the City Council. A director may be appointed to additional
terms in accord with the provisions hereunder. If a vacancy is created
by death or resignation, a successor shall be appointed by the Mayor
within thirty (30) days to hold office for the remainder of the term of
office so vacated.
Section 3. Removal.
A director may be removed from office for
inefficiency, neglect of duty, misconduct or malfeasance by a majority
vote of the city Council.
Section 4. Conflict of Interest.
A director who has a direct interest in any matter
before the Authority shall disclose such interest prior to the Authority
taking any action with respect to the matter, which disclosure shall
become apart of the record of the Authority's official proceedings.
Section 5. Meetings.
Meetings of the Board may be called by or at the request
of the Chairperson of the Board or any two directors. The meetings of
the board shall be public, and the appropriate notice of such meetings
shall be provided to the public.
Section 6. Notice.
Notice of any meeting shall be given in accordance with the Open
Meetings Act (Act No. 267, PA of 1976). The community Development
Director shall act as the board's designated agent for purposes of
posting notice of all meetings.
Section 7. Quorum.
A majority of the members of the Board then in office constitutes a
quorum for the transaction of business at any meeting of ~he Board
provided, that if less than a majority of the directors are present at a
meeting, a majority of the directors present may adjourn the meeting
from time to time without further notice. An affirmative vote of at
least six members of the Board of Directors shall be needed to adopt any
resolution.
Section 8. Participation by Communication Equipment
DELETED
Section 9.
Committees.
The Board may, by resolution, designate one or more
committees, each committee to consist of one or more of the directors.
The Board may designated one or more members as alternate members of a
committee, who may replace an absent or disqualified member at a meeting
of the committee. In the absence or disqualification of a member of a
committee, the members thereof present at a meeting and not disqualified
from voting, whether or not they constitute a quorum, may unanimously
appoint another member of the Board to act at the meeting in place of
such an absent or disqualified member. A committee and each member
thereof, shall serve at the pleasure of the Board.
Section 6. Secretary.
The Secretary shall attend all meetings of the Board and
record all votes and the minutes of all proceedings in a book to be kept
for that purpose; and shall perform like duties for the standing
committees when required. The secretary shall further perform all duties
of the Office of Secretary as provided by statute and by these By-Laws
and shall be sworn to the faithful discharge of such duties.
Section 7. Treasurer.
The Treasurer shall perform all duties of the office
of Treasurer as provided by statute and by these By-Laws. The Treasurer
shall disburse the funds of the Authority as may be ordered by the
Board, taking proper vouchers for such disbursements, and shall render
to the Board, at the regular meetings of the Board, or whenever they may
require, an account of all transactions as Treasurer and of the
financial condition of the Authority. The Treasurer shall give the
Authority a bond in a sum, and with one or more sureties satisfactory to
the Board, for the faithful performance of the duties of the office, and
for restoration to the ~uthority in case of death, resignation,
retirement or removal from office of all books, papers, vouchers, money
and other property of whatever kind in the Treasurer's possession or
under the Treasurer's control belonging to the Authority.
Section 8. Delegation of Duties of Officers.
In the absence of any officer of the Authority, or for
any other reason that the Board may deem sufficient, the Board may
delegate from time to time and for such time as it may deem appropriate,
the powers or duties, or any of them, of such officer to any other
officer, or to any director, provided a majority of the Board then in
office concurs therein.
ARTICLE
III
OFFICERS
Section 1. Officers.
The officers of the Authority shall be elected by and from the Board and
shall consist of a chairperson, vice-chairperson, secretary and
treasurer. The Board may also appoint a deputy secretary and treasurer
who need not be members of the Board but shall in the case of the deputy
treasurer give bond for the faithful discharge of the duties of the
office in such sum and with such sureties as the Board may determine.
Two or more offices may be held by the same person but an officer shall
not execute, acknowledge or verify an instrument in more than one
capacity if the instrument is required by law to be executed,
acknowledged or verified by two or more officers. The Community
Development Director of the City shall act as the liaison between the
Authority and the City.
Section 2. Election and Term of Office.
The officers of the Authority shall be elected annually in May by the
Board except for the original officers. If the election of officers
shall not be held or made at such meeting, such election shall be held
or made as soon thereafter as is convenient. Each officer so elected or
appointed shall hold office until the following April 30th or until
resignation or removal.
Section 3. Vacancies.
A vacancy in any office because of death, resignation, removal,
disqualification or otherwise, may be filled at any meeting of the Board
for the unexpired portion of the term of such office.
Section 4. Chairperson.
In the absence of employing a director, the Chairperson shall be the
chief executive officer of the Authority, but may from time to time
delegate all or any part of the duties to the Vice-Chairperson,
Secretary or Treasurer. The Chairperson shall preside at all meetings of
the Board and have general and active management of the business of the
Authority and shall perform all duties of the office as provided in
these By-Laws. The Chairperson shall be ex-officio a member of all
standing committees, and shall have the general powers and duties of
supervision and management of the Board.
Section 5.
Vice-Chairperson. In the absence of the Chairperson, the
Vice-Chairperson shall perform all the Chairperson’s duties, and if the
office of Chairperson shall become vacant, the Vice-Chairperson shall
hold the office of Chairperson until the next regular election of
officers.
Section 6. Secretary.
The Secretary shall attend all meetings of the Board and record all
votes and the minutes of all proceedings in a book to be kept for that
purpose; and shall perform like duties for the standing committees when
required. The Secretary shall further perform all duties of the Office
of Secretary as provided by statute and by these By-Laws and shall be
sworn to the faithful discharge of such duties.
Section 7.
Treasurer. The Treasurer shall perform all duties of the Office of
Treasurer as provided by statute and by these By-Laws. The Treasurer
shall disburse the funds of the Authority as may be ordered by the
Board, taking proper vouchers for such disbursements, and shall render
to the Board, at the regular meetings of the Board, or whenever they may
require, an account of all transactions as Treasurer and of the
financial condition of the Authority. The Treasurer shall give the
Authority a bond in a sum, and with one ore more sureties satisfactory
to the Board, for the faithful performance of the duties of the office,
and for restoration of the Authority in case of death, resignation,
retirement or removal from office of all books, papers, vouchers, money
and other property of whatever kind in the Treasurer’s possession or
under the Treasurer’s control belonging to the Authority.
Section 8.
Delegation of Duties of Officers.
In the absence of any officer of the Authority, or for any other reason
that the Board may deem sufficient, the Board may delegate from time to
time and for such time as it may deem appropriate, the powers or duties,
or any of them, of such officer to any other officer, or to any
director, provided a majority of the Board then in office concurs
therein.
ARTICLE
IV
CONTRACTS, LOANS, CHECKS AND DEPOSITS
Section 1. Contracts.
The Board may authorize any officer or officers to enter into any
contract or execute and deliver any instrument in the name of and on
behalf of the Authority, and such authority may be general or continued
to specific instances.
Section 2. Checks, Drafts, etc.
All checks, drafts or other orders for the payment of
money, notes or other evidences of indebtedness issued in the name of
the Authority, shall be signed by such officer or officers, agent or
agents of the Authority and in such manner as shall from time to time be
determined by resolution of the Board.
Section 3. Deposits.
All funds of the Authority not otherwise employed
shall be deposited from timr to time to the credit of the Authority in
such banks, trust companies or other depositaries as the Board my
select.
ARTICLE
V
FISCAL YEAR
The fiscal year of the
Authority shell correspond at all times to the fiscal year of the City
of Wyandotte.
ARTICLE
VI
INITIATION OF PROJECTS
All requests far
the assistance of this 'Authority shall be made in written form and
should be addressed to the Board. Such request shall include the
following information:
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Name, address and
business status of applicant.
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Brief personal or
business history of applicant.
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Narrative
description of proposed project, including type of business to be
conducted thereon and services to be provided thereby.
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Description and
location of project area.
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Number of
employment opportunities that will be afforded or retained in the
community by the project.
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Potential impact
of the proposed project on the development plan and/or financial plan
of the Authority.
Upon receipt of
said application the Board shall tentatively assess the public purpose
of the project; its desirability, suitability, and it's economic
feasibility. The Board may request such other data and information from
the applicant as it deems appropriate. The Board $hall not proceed with
the project unless such tentative findings are made.
ARTICLE
VII
AMENDMENTS
These By-Laws may be
altered or amended or repealed by the affirmative vote of the Board then
in office at any regular or special meeting called for that purpose.
I HEREBY CERTIFY that the By-Laws were amended as set forth above by the
Wyandotte Downtown Development Authority of the City of Wyandotte on the
16th day of September, 1987.
SECRETARY______________________________________
DATE___________
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