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<br />Section 4. The Coalition Board may approve the creation of a Membership category open <br />to private persons or entities subject to limitations contained in Minnesota <br />Statutes, 1994, Section 471.59, if any, with provisions for participation in <br />governance decisions as may be agreed to by the Board as expressed in the <br />Bylaws. <br /> <br />ARTICLE V. <br />BOARD OF DIRECTORS <br /> <br />Section 1. The governing body of the North Metro TH 10 Corridor Coalition is its Board of <br />Directors. A member shall have two (2) director positions and one (1) alternate <br />director. <br /> <br />a) Unless otherwise specified by resolution of the governing body, the directors of <br />a city member shall be the mayor and the chief administrative officer of the city. <br />Each director has one vote. The alternate director shall be an elected official of the <br />member city, and may attend meetings of the board and may vote in the absence <br />of a director. <br /> <br />b) Unless otherwise specified by resolution of the governing county board, the <br />directors of a county shall be a county board member and a county staff person <br />designated by the county board. Each director has one vote. The alternate <br />director may be either elected or non-elected representatives of the county, and <br />may attend meetings of the board and may vote in the absence of a director. <br /> <br />Section 2. Directors serve until their respective successors are appointed and qualified. <br /> <br />Section 3. A director may be removed from the board at any time, with or without cause, by <br />resolution of the governing body making the appointment. The resolution <br />removing the director must be filed with the Representative. <br /> <br />Section 4. A vacancy on the Board is filled in the same manner that the appointment of a <br />director is made. <br /> <br />Section 5. Directors may vote by proxy. <br /> <br />Section 6. A director may not vote if the Board determines that the member represented by <br />the director is not in compliance with this agreement or if the director has been <br />removed from the Board. <br /> <br />ARTICLE VI. MEETINGS <br /> <br />Section 1. The Board must conduct an annual meeting at a date and place specified in its by- <br />laws to elect officers and to undertake such other business as may properly come <br />before it. The Board may provide for a schedule of regular meetings. <br /> <br />3 <br />