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Economic Development Board - June 2013 CITY OF EDGEWATER ECONOMIC DEVELOPMENT BOARD BY-LAWS ARTICLE I: Official Name The official name of this Board shall be the Economic Development Board of the City of Edgewater, Florida,hereinafter referred to as "EDB". ARTICLE II: Purpose and Intent The purpose and intent of these By-Laws is to set forth a uniform set of procedures whereby the City of Edgewater Economic Development Board may regulate the manner in which it elects officers, conducts meetings, and otherwise carries out its functions. The By-Laws will serve as a guideline in handling all affairs pertaining to the Edgewater Economic Development Board. ARTICLE III: Membership A. Voting Members and Appointments 1. The EDB shall have nine (9) voting members. Each member shall be appointed by City Council for a term of three (3) years and shall be subject to removal as set forth by City Council. The terms of appointment shall be staggered. 2. A quorum shall consist of five (5) members. All recommendations and actions of the Board shall require an affirmative vote of a majority of the members present. 3. Prior to appointment, prospective members shall submit a City application, stating therein a brief synopsis of their education, experience and reason for their interest in serving on the EDB. 4. To be eligible for appointment, a prospective member shall be a resident of the City of Edgewater, work within the City, represent a targeted initiative or goal that is identified in the City of Edgewater Comprehensive Economic Development Strategy or own or represent property or business interests within the City of Edgewater. Up to two (2) positions on the Board may be filled by members not meeting the aforementioned criteria, provided such appointment is justified based on the individuals qualifications, determined by a minimum of five (5) affirmative votes of the Board. 5. No member of the EDB shall receive compensation for their service, provided, however, that members may be reimbursed for out-of-pocket expenses as approved by the City. B. Vacancies 1. During the term of appointment, should a member of the EDB no longer be eligible based on compliance with Article III, A, the member shall forfeit the office and it shall be deemed vacant. 1 EDB By-Laws June 2013 Revision 2. If an EDB member is absent from three (3) consecutive regular meetings without being excused by the Chairman, said member shall forfeit the office and it shall be deemed vacant. If a Board member is absent for five (5) total meetings during any calendar year, said member shall forfeit the office and it shall be deemed vacant unless a majority vote of the remaining Board recommend retention. 3. City Council may remove any member of the EDB from office at any time. 4. Any vacancy occurring during the unexpired term of office of any member shall be filled by City Council. The vacancy shall be filled as soon as practical after it occurs. C. Voting Conflicts 1. No member of the EDB shall vote upon any matter which would inure to his or her special private gain or loss, or any principle by whom he or she is retained, or by any relative or business associate. 2. No member of the EDB shall appear for or represent any person in any matter before the EDB other than him or herself. No past member shall appear before the EDB except when representing him or herself for a period of twelve (12) calendar months after his or her service has ended. ARTICLE IV: Election of Officers A. Chairman 1. The Chairman shall serve as the presiding officer at all meetings and hearings of the EDB and appoint any committees from the EDB membership that are deemed necessary. 2. The Chairman shall be elected by a majority of the voting membership at the annual organizational meeting in the month of June for a Gone (1) year term. The Chairman shall be eligible for re-election. B. Vice Chairman 1. The Vice Chairman shall be elected by the EDB from among its regular members in the same manner as the Chairman and shall be eligible for re-election. 2. The Vice Chairman shall serve as acting Chairman in the absence of the Chairman and at such times shall have the same powers and duties of the Chairman. 3. In the event of death, resignation, or removal from office of the Chairman, the Vice Chairman shall perform the various duties until such time the EDB shall elect a new Chairman and Vice Chairman. 2 EDB By-Laws June 2013 Revision C. Other Presiding Officers The members of the EDB may select an additional member to preside over the meeting(s) in the absence of the Chairman and Vice Chairman. D. Board Coordinator 1. The board coordinator shall be provided by the City and be a City employee. 2. The board coordinator shall prepare and distribute agenda, correspondence and minutes and shall establish and maintain files to ensure they are properly kept. All recorded meeting tapes shall be provided to the City Clerk for safe keeping. 3. Any correspondence prepared by a member of the EDB shall be provided to the board coordinator for distribution to the EDB members. E. Professional Support The Board and duly authorized committees shall have access to the information and staff of the City departments as coordinated through the City Manager on such a basis as these departments are able to render assistance to the Board. Permanent staff members may be appointed to serve the Board, as provided by City Council. ARTICLE V: Meetings/Hearings 1. Regular Meetings The Board shall meet at regular intervals and at such other times as it may deem necessary for the transaction of business. 2. Special Meetings Special meetings or hearings of the EDB may be called by the Chairman. 3. Requirements All meetings shall be open to the public, provide due public notice, and follow Roberts Rule of Order and the Florida Sunshine Laws. ARTICLE VI: Powers and Duties A. The EDB shall exercise the following powers and duties: 1. Formulate plans for the use and development of property designated for commercial and industrial development. Said plans shall be submitted to City Council as recommendations and presentations shall include staff comments. 2. Annually recommend a budget to City Council for monies necessary to carry out the purpose of the Board. All actual expenditures shall be subject to the approval of the City Manager. All Board member's requests for expenditure of funds shall first be approved by the Chairman or Vice Chairman if the Chairman cannot be contacted in a timely manner. 3. Promote the City of Edgewater as a prospective site for business and industrial development, provided that no expenses for advertising or other promotional 3 EDB By-Laws June 2013 Revision methods shall be incurred without prior approval of City Council, unless specifically identified under the economic development line item of the current budget. 4. Cooperate with and assist provide interests that wish to develop new or expand existing businesses in the City of Edgewater. 5. Recommend to City Council options and agreements relating to the lease of City owned industrial and commercial property to prospective lessees. 6. Carry out preliminary discussions for the purpose of attracting business and industry to the City of Edgewater. All negotiations shall be done in conjunction with City Council and shall be subject to final approval of City Council. 7. To adopt rules of procedure consistent with applicable City Council resolutions and approved for legal form and correctness by the City Attorney. 8. Limitations of the Board: The Board shall not have the authority to bind the City of Edgewater to any contract or document, nor shall the Board have the power to incur any bonded indebtedness, nor to issue revenue bonds, nor shall it have the power of eminent domain. ARTICLE VII: Amendments The By-Laws may be amended at a regular or special meeting of the EDB, provided that an affirmative vote of the majority of the members present is obtained and approved by the City Council. Adopted by the Board this `1'4k day of , 2013. :z Pi 1/L— Bliss Jamiso z airman Attest: -"g D t.,)(0 012,_ Barbara Kowall Board Coordinator 4 EDB By-Laws June 2013 Revision