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554681v2 GAF EL185-13 Bylaws of The Economic Development Authority for the City of Elk River, Minnesota PREAMBLE The Economic Development Authority for the City of Elk River (the Authority) was created by Resolution No. 87-63 of the City Council of the City of Elk River and adopted on the 7th day of October 1987 as authorized by Minnesota Statutes, Sections 469.090-469.1081. The purpose is to serve as an Economic Development Authority pursuant to Minnesota Statutes and its affairs shall include, but not be limited to, promoting commercial and industrial growth and development within the City of Elk River. ARTICLE 1 – AUTHORITY 1.1) Name - The legal name of the Authority is "The Economic Development Authority for the City of Elk River." 1.2) Principal Office - The principal office of the Authority shall be the City of Elk River City Hall unless otherwise determined by resolution of the Authority. 1.3) Enabling Authority - The Authority shall exist and operate under the supervision of the City of Elk River, Minnesota (the City), in accordance with Minnesota Statutes Sections 469.090 through 469.1081 as amended and revised (the Statute) and Resolution No. 87-63 of the City Council of the City of Elk River (the Enabling Resolution), as amended from time to time. 1.4) General Powers and Duties - The Authority shall be a public body corporate and politic and shall have all the powers necessary or convenient to carry out the purposes of an economic development authority, including the powers granted by the Statute. ARTICLE 2 - MEETINGS 2.1) Open to the Public - All meetings of the Authority shall be open to the public and governed by the Minnesota Open Meeting Law, Minn. Stat. Section 471.705. 2:2) Quorum - A majority of the commissioners in office at any time shall constitute a quorum for all purposes. There shall be a quorum to conduct business at all meetings. If a quorum is not present for the annual meeting, those present shall adjourn the meeting and the executive director shall establish a new annual meeting date and cause notice to be given as provided in section 2.5(02) of this article. If a quorum is not present at any regular or special meeting, those present shall adjourn the meeting to the next regular meeting, unless a special meeting is called before the next regular meeting. 2.3) Rules of Order - Meetings shall be conducted in accordance with Robert's Rules of Order Revised. 2.4) Voting - In addition to a quorum being required for each meeting of the Authority in order to transact business, a majority of all of the commissioners present shall be required to approve any matter before the commissioners. 2.5) Annual Meeting (01) Time and Place - The annual meeting shall be held on the 3rd Monday of January at 5:30 p.m. at the principal office or another location as designated in the notice of annual meeting. An annual