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HRA BYLAWS 02-03-2025 s:\eda\hra\bylaws.doc Bylaws Housing and Redevelopment Authority in and for the City of Elk River, Minnesota Preamble The Housing and Redevelopment Authority in and for the City of Elk River (the “Authority”) was created by an act of the Legislature of the State of Minnesota entitled the “Municipal Housing and Redevelopment Act,” Minnesota Statutes, Sections 462.411 - 462.712. On the 21st day of July, 1980, the City Council of the City of Elk River adopted a resolution in accordance with the findings required by Minnesota Statutes, Section 462.425, Subd. 2. The bylaws of the Elk River Housing and Redevelopment Authority dated as of April 28, 1986, are hereby repealed. The bylaws dated November 25, 1996, are hereby adopted and shall govern from this day forward, as amended as provided herein. Article 1 Authority and Commissioners 1.1) Name - The legal name of the Authority is “The Housing and Redevelopment Authority in and for the City of Elk River.” 1.2) Office - The principal office of the Authority shall be the city offices of the City of Elk River, unless otherwise determined by resolution of the Authority. 1.3) Commissioners – The Board of Commissioners of the Authority shall consist of 5 members. Commissioners shall be appointed in accordance with Minnesota Statutes, Section 469.003, subdivision 6, as amended. Article 2 Meetings 2.1) Annual Meeting - The annual meeting of the Authority shall be held at the principal office of the Authority on the first Monday of January at 5:30 p.m., or such other time, date, or location as designated and published in the notice of the annual meeting. Any annual meeting falling upon a holiday shall be held on the next business day at the same time and location unless otherwise noticed. 2.2) Notice of Annual Meeting - Notice shall be published in the official newspaper of the Authority and delivered to each Commissioner of the Authority and each member of the governing body of the City, not less than ten (10) days in advance of such meeting. It shall be the responsibility of the Executive Director to give this notice. s:\eda\hra\bylaws.doc 516013v5 JSB EL185-13 2.3) Quorum - There shall be a quorum to conduct business at the annual meeting. If a quorum is not present, the Executive Director shall establish a date for a new annual meeting and cause notice to be given as provided in Section 2.2 of this Article. 2.4) Order of Business at the Annual Meeting - The annual meeting of the Authority, and so far as possible all other meetings of the Authority, shall be conducted in accordance with Robert’s Rules of Order Revised. The suggested order of business at the annual meeting shall be the following: 1. Roll call. 2. Election of officers and establishment of their terms. 3. Designation of committee assignments to Commissioners. 4. Determination of new committees and assignments of Commissioners. 2.5) Regular Meetings and Order of Business at Regular Meetings - Regular meetings shall be held by the Authority on the first Monday of each month at 5:30 p.m. at the principal office of the Authority, unless otherwise designated, and shall be open to the public. Any regular meeting falling upon a holiday shall be held on the next regular business day at the same time and location. No separate notice need be given for regular meetings. The suggested order of business at regular meetings shall be the following: 1. Call meeting to order 2. Pledge of Allegiance 3. Consider Agenda 4. Consent Agenda A. Minutes B. Check Register C. Balance Sheet D. Revenue and Expenditures Report 5. Open Forum 6. Public Hearings 7. General Business 8. Worksession 9. Adjournment s:\eda\hra\bylaws.doc 516013v5 JSB EL185-13 2.6) Special Meetings - Special meetings of the Authority shall be called by the Executive Director at any time upon written request of any Commissioner. Notice of special meetings shall be given to each commissioner a minimum of 72 hours in advance of such meeting. 2.7) Attendance Policy - The City Council has adopted an Attendance Policy applicable to all Commissioners. The City Council may amend the Attendance Policy from time to time. At all times, Commissioners shall comply with the Attendance Policy then in effect on file with the Executive Director. Failure to comply with the Attendance Policy may result in removal from the Board of Commissioners in accordance with the Attendance Policy. Article 3 Officers 3.1) Officers - The officers of the Authority shall consist of a Chair, a Vice Chair, a Secretary and such other officers as shall from time to time be duly selected and appointed. 3.2) Chair - The Chair, who shall be selected from among the Commissioners, shall preside at all meetings of the Commissioners and shall have general charge of and control over the affairs of the Authority subject to the approval of the Commissioners. 3.3) Vice Chair - The Vice Chair, who shall be selected from among the Commissioners, shall preside at all meetings of the Commissioners in the absence of the Chair and shall perform such duties as may be assigned by the Commissioners. In case of death, retirement, or disability of the Chair, the Vice Chair shall perform and be vested with all the duties and powers of the Chair. 3.4) Secretary - The Secretary, who shall be selected from among the Commissioners, shall be responsible for reviewing the minutes of each meeting of the Authority. The Secretary shall also perform such functions as may be deemed necessary by the Chair. 3.5) Executive Director - The Authority shall appoint an Executive Director and such other staff, permanent and temporary, that it deems necessary to carry out the business of the Authority. The Executive Director shall have the duties and responsibilities delegated by these by-laws and as assigned by the Authority. 3.6) Election or Appointment; Vacancies. The Chair, Vice Chair, and Secretary shall be elected by the Commissioners at the annual meeting, and shall hold such office until his/her successor is elected. Should the office of Chair become vacant, the Vice Chair shall become the Chair. Should the office of Vice Chair and Secretary become vacant, the Authority shall appoint a successor from its membership at the next regular meeting, and such appointment shall be for the unexpired term of the said office. Article 4 s:\eda\hra\bylaws.doc 516013v5 JSB EL185-13 Quorum and Voting 4.1) Quorum - A majority of the Commissioners in office at any time shall constitute a quorum for all purposes. In the case a quorum is not present at any meeting, those present shall have the power to adjourn the meeting, without notice or other announcement at the meeting, until the requisite number of Commissioners is present, and business which might have been transacted at the meeting which was adjourned may be transacted at such reconvened meeting. 4.2) 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 shall be required to approve any matter before the Commissioners. Article 5 Finance and Contracts 5.1) Fiscal Year - The calendar year shall be the fiscal year of the Authority for general and administrative purposes; provided, however, that other fiscal years may be established by resolution as required or desirable for specific purposes or undertakings of the Authority. 5.2) Budget - The following budgetary proceedings shall apply to the transaction of business by the Authority: (01) A budget shall be prepared by the Executive Director. This budget shall be presented to the Commissioners of the Authority in August of each year. (02) The budget shall include estimated revenues and the source of revenues, the costs of the projects for the ensuing year, and the estimated costs for staff personnel, as well as the general administrative and overhead costs estimated for the ensuing year, and a proposed levy. (03) After full consideration of the budget, the Commissioners of the Authority shall approve it and the Chair of the Authority shall submit the budget to the City Council not later than the tenth day of September of each year. Article 6 Scope of Powers and Duties 6.1) Contracts and Procurement (01) Approval of Contract by Attorney – Contracts of the Authority shall be in writing and, except when deemed unnecessary by the Authority or the Executive Director, shall be approved as to form by the attorney for the Authority. s:\eda\hra\bylaws.doc 516013v5 JSB EL185-13 (02) Execution of Contracts - Unless otherwise directed by the Authority, required by law or required by State or Federal agencies furnishing funds to the Authority, all purchasing contracts of the Authority shall be executed on behalf of the Authority as provided by the Purchasing Policy set forth in the Financial Management Policies of the City of Elk River, as amended from time to time. Non-purchasing contracts and other instruments of the Authority shall be executed by the Chair, or other officer if the Chair is unavailable, and the executive director, or the executive director’s delegate. 6.2) Disbursements (01) Federal Funds - All funds received from the Government of the United States or any of its agencies shall be disbursed and accounted for in accordance with the regulations or requirements from time to time made by the Federal agencies furnishing said funds to the Authority. (02) Official Depository - All monies received by the Authority from any source whatsoever shall be deposited in approved bank accounts of the Authority and shall be disbursed only by check, except that petty cash funds not exceeding One Hundred Dollars ($100) at any time may be maintained by the Authority. (03) Checks - All checks drawn on bank accounts of the Authority shall indicate the fund and, in the case of a project, the project to be charged. All checks shall be signed by the two designated Commissioners of the Authority, or one officer of the Authority and the Executive Director. 6.3) Ongoing Duties. The Authority shall evaluate and consider staff assignments, the status of existing Authority projects, any modifications or amendments to the “Municipal Housing and Redevelopment Act” and suggested amendments and changes to the Authority’s bylaws from time to time as needed. 6.4) Official Newspaper. The official newspaper of the Authority shall be the official newspaper of the City of Elk River, unless otherwise determined by resolution of the Authority. 6.5) Official Depository. The official depository of the Authority shall be the official depository of the City of Elk River, unless otherwise determined by resolution of the Authority. Article 7 7.1) Advisory Committees (01) The Authority shall maintain, at their discretion, volunteer advisory committees which will act in an advisory capacity to the Authority. (02) The advisory committees will include without limitation: s:\eda\hra\bylaws.doc 516013v5 JSB EL185-13 (a) Joint Finance Committee A joint Finance Committee of the Authority and Economic Development Authority (EDA) to provide input and advice to the Authority, EDA, and City Council. Composition of the committee shall be comprised of (i) two Authority Commissioners appointed by the Authority, (ii) two EDA Commissioners appointed by the EDA, and (iii) up to five at-large members with a residential or business connection to the Elk River community. When possible, appointment of at-large members should give preference to professional representation such that there are two members of the banking profession, one member of the legal profession, one member of the real estate profession and one member of the community at large, each of whom shall be appointed, as needed, by the then-existing members of the Finance Committee to fill any vacancy consistent with foregoing community categories. The professional distinction or expertise of an Authority or EDA Commissioner need not be a factor in considering satisfaction of the professional representation of at-large members. The Chair of the Finance Committee shall be elected by the Committee for a term of two years, and shall be an EDA or Authority Commissioner. The election of the Chair shall occur on the first-occurring meeting of odd-numbered calendar years. (03) All members of the advisory committees will be approved by the Authority, unless otherwise stated. (04) The responsibility of the advisory committees shall be to advise and assist the Authority and to work with the executive director of the Authority and the economic development coordinator of the city on assignments if needed. Article 8 Amendments These Bylaws may be amended at any regular meeting of the Authority provided that notice of such proposed amendment shall be given to each Commissioner by hand, registered, or certified mail a minimum of ten (10) days prior to such meeting. Amendment of the Bylaws shall be in accordance with procedural and voting requirements established by these Bylaws or by resolution of the Authority.