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(a) All personnel, facilities, equipment and supplies within the Land Bank shall be governed by a Board of Directors as provided herein.
(b) Number of board members. The Land Bank shall be governed by a Board of Directors comprised of five members that reflect the diversity and range of interests affected by the Land Bank’s activities.
(c) Initial board members. The initial members of the Board of Directors of the City of Sharon Land Bank shall be five members of the Board of Directors of the Redevelopment Authority of the City of Sharon (hereinafter the “RACS”) serving on the date of creation of the Land Bank. Each initial Board member shall serve on the Board of Directors of the Land Bank for the same term as his or her term on the RACS.
(d) Appointments. The City Manager shall appoint the members of the Board of Directors subsequent to the created Board.
(e) Term of board members. After expiration of the terms of the initial board members, the term of office for appointed members of the Board of Directors of the City of Sharon Land Bank shall be five years.
(f) Service after expiration of term. Members of the Board of Directors shall continue to serve until their successors have been appointed and qualified.
(g) Compensation and expenses. Members shall serve without compensation and may seek reimbursement for expenses associated with duties relating to Land Bank activities.
(h) Ethical standards. Member of the Board of the Land Bank and its employees shall be subject to the Act of July 19, 1957 (P.L. 101), No. 451, known as the State Adverse Interest Act and the ethical standards and disclosure requirements of 65 Pa. C.S. Chapter 11 and any other supplemental rules and guidelines adopted by Board of the Land Bank.
(i) Officers. The Land Bank members shall elect officers to serve as Chair, Vice Chair Secretary and Treasurer to serve one-year terms. Members may be re-elected to serve successive terms. The duties of officers shall be established by the Board according to law.
(j) Vacancies. Any vacancy in the members appointed by the City Manager shall be filled by appointment by the City Manager. Vacancies in members serving by virtue of appointment to the RACS shall be filled by the person appointed to fill that vacancy at the RACS.
(k) Meetings of the board. The Land Bank shall hold regular public meetings, shall make each meeting’s agenda available on the Land Bank’s website in advance of such meeting and shall allow for public comment on matters under deliberation at each such public meeting. The place, date, and time of the Land Bank meetings shall be determined at the discretion of the Board of Directors. All meetings of the Board of Directors shall comply with the Pennsylvania Sunshine Act. The Chair of the Board may call special meetings by written notice of at least twenty-four hours to each Board member and in accordance with the Pennsylvania Sunshine Act. Special meetings may also be called upon written notice signed by a majority of the Board members and delivered at least twenty-four hours in advance to each Board member and advertised in accordance with the Pennsylvania Sunshine Act.
(l) Quorum. A quorum shall be necessary for the transaction of any business by the Board of Directors. A majority of the Members of the Board of Directors, excluding vacancies on the Board, shall constitute a quorum. The Board of Directors shall act by a majority vote of the Members at a meeting at which a quorum is present except as otherwise provided in this chapter. No voting by proxy shall be permitted.
(m) Minutes. Minutes of all meetings of the Board of Directors and its Committees shall be made and maintained.
(n) Committees. The Board of Directors may establish such committees as may be needed to assist the Board in conducting the business of the Land Bank. Committee members shall be appointed by the Chair, and each Committee shall include at least one member of the Board of Directors. Any business proposed by a Committee shall require approval by the Board of Directors.
(o) Fiduciary duty. The Members of the Board of Directors of the Land Bank are under a fiduciary duty to conduct the activities and affairs of the Land Bank in the best interests of the residents of the City of Sharon, including the safekeeping and use of all Land Bank monies and assets. The Board of Directors shall discharge their duties in good faith, with the care an ordinarily prudent person in a like position would exercise under similar circumstances.
(Ord. 02-18. Passed 3-21-18.)