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<baltimore-city-law heading="§ 19-6 Board of Directors.">
  <section prefix="§" num="19-6" heading="Board of Directors.">
    <para num="(a)" heading="In general.">The Authority shall be governed by and administered through a Board of Directors.</para>
    <para num="(b)" heading="Number.">The Board comprises 21 members, as provided in this section.</para>
    <para num="(c)" heading="General composition.">
      <para num="(1)" heading="Residents.">The majority of the members of the Board shall be residents of the District.  That is, their primary residence must be located within the District.</para>
      <para num="(2)" heading="Businesses.">
        <para num="(i)">At least 4 members of the Board shall be representatives of businesses located within the District.  To qualify under this paragraph, a business must own, occupy, or lease real property in the District on which it operates an office, headquarters, manufacturing facility, retail store, or other ongoing operation.</para>
        <para num="(ii)">A nonprofit 501(c)(3) or 502(c)(10) organization that meets this criteria qualifies as a “business”.</para>
        <para num="(iii)">A business representative may, but need not, reside in the District.  If a person who resides in the District serves on the Board in the role of a business representative, then for the purpose of allocating Board positions that person does not also constitute a “resident”.</para>
      </para>
      <para num="(3)" heading="Community representation.">
        <para num="(i)">It is the aspiration of the Mayor and City Council that the Board reflect the full diversity of the District’s neighborhoods, residents, and businesses.  Accordingly –</para>
        <para num="(ii)">Of the residents serving on the Board:<para num="(A)">at least 3 shall reside within the West Sector, as identified in the South Baltimore Gateway Master Plan;</para>
          <para num="(B)">at least 3 shall reside within the East Sector, as identified in the South Baltimore Gateway Master Plan; and</para>
          <para num="(C)">at least 3 shall reside within the South Sector, as identified in the South Baltimore Gateway Master Plan.</para>
        </para>
        <para num="(iii)">Of the business representatives serving on the Board:<para num="(A)">at least 1 shall represent a business that has its place of business within the West Sector, as identified in the South Baltimore Gateway Master Plan;</para>
          <para num="(B)">at least 1 shall represent a business that has its place of business within the East Sector, as identified in the South Baltimore Gateway Master Plan; and</para>
          <para num="(C)">at least 1 shall represent a business that has its place of business within the South Sector, as identified in the South Baltimore Gateway Master Plan.</para>
        </para>
      </para>
    </para>
    <para num="(d)" heading="Appointment.">
      <para num="(1)" heading="State appointees.">
        <para num="(i)">Subject to subparagraph (iii) of this paragraph, 4 members of the Board shall be designated by the Speaker of the Maryland House of Delegates.</para>
        <para num="(ii)">Subject to subparagraph (iii) of this paragraph, 2 members of the Board shall be designated by the State Senator who represents the legislative district in which the video lottery facility is located.</para>
        <para num="(iii)">Of the 6 members designated under subparagraphs (i) and (ii) of this paragraph:<para num="(A)">at least 2 shall be residents of the 40&lt;sup&gt;th&lt;/sup&gt; Legislative District; and</para>
          <para num="(B)">at least 2 shall be residents of the 46&lt;sup&gt;th&lt;/sup&gt; Legislative District.</para>
        </para>
      </para>
      <para num="(2)" heading="Council President appointees.">The Council President shall appoint the members of the Baltimore City Council who represent the councilmanic districts overlapping with the boundaries of the South Baltimore Gateway Community Impact District to serve as ex officio members of the Board.</para>
      <para num="(3)" heading="Mayoral appointee.">1 member of the Board shall be appointed by the Mayor.</para>
      <para num="(4)" heading="Additional members.">
        <para num="(i)">The 12 members of the Local Development Council who are not elected officials shall be ex officio members of the Board until at least December 31, 2018.</para>
        <para num="(ii)">At any time on or after January 1, 2019, the Board may replace some or all of the LDC Board Members as provided in the Authority’s Bylaws.  If it does so, the 1&lt;sup&gt;st&lt;/sup&gt; replacement shall be appointed by the Mayor (as an additional Mayoral appointee) and the rest shall be replaced through the procedures provided in the Bylaws.</para>
      </para>
    </para>
    <para num="(e)" heading="Quorum; Voting.">Except as may otherwise be provided in the Authority’s Bylaws:<para num="(1)">a majority of the members of the Board constitute a quorum for the transaction of business; and</para>
      <para num="(2)">an affirmative vote by a majority of a quorum is required for any action by the Board.</para>
    </para>
    <para num="(f)" heading="Terms.">
      <para num="(1)" heading="In general.">Except for the Board’s ex officio members:<para num="(i)">the term of a Board member is 2 years;</para>
        <para num="(ii)">the terms of the members are staggered, as required by the members first appointed and as further provided in the Authority’s Bylaws; and</para>
        <para num="(iii)">at the end of a term, a member continues to serve until a successor is appointed.</para>
      </para>
      <para num="(2)" heading="Term limits.">
        <para num="(i)" heading="In general.">Subject to subparagraph (ii) of this paragraph, the Bylaws may specify a maximum number of consecutive terms that an appointed member may serve.</para>
        <para num="(ii)" heading="Exemptions.">The Bylaws may not establish term limits for members appointed under paragraph (d)(2) of this section.</para>
      </para>
    </para>
    <para num="(g)" heading="Exercise of Authority powers.">All powers of the Authority are exercised by and through the Board, unless delegated by the Board to 1 or more officers of the Board or to the Administrator.</para>
    <para num="(h)" heading="Bylaws, rules, and regulations.">
      <para num="(1)">The Board shall adopt Bylaws, rules, and regulations as it considers necessary to carry out the powers of the Authority.  These Bylaws, rules, and regulations are subject to approval by the Board of Estimates and may not be inconsistent with the terms of this subtitle or of &lt;cite data-doc="City of Baltimore, Md., Charter" data-path="II|§(69)"&gt;City Charter Article II, § (69)&lt;/cite&gt;.</para>
      <para num="(2)">The Board may establish its own procedures relating to the internal administration of the Authority, except as may be restricted by this subtitle or by &lt;cite data-doc="City of Baltimore, Md., Charter" data-path="II|§(69)"&gt;City Charter Article II, § (69)&lt;/cite&gt;.</para>
    </para>
    <para num="(i)" heading="Officers.">
      <para num="(1)" heading="Board Chair.">The State Senator who represents the legislative district where the video lottery facility is located shall designate 1 of the members appointed under subsection (d)(1(ii) of this section to serve as the Board’s Chair.</para>
      <para num="(2)" heading="Others.">The Board shall select from among its members individuals to serve as the Board’s Vice-Chair, Treasurer, and Secretary.</para>
      <para num="(3)" heading="Tenure.">Other than the Chair, these officers serve at the pleasure of the Board.</para>
      <para num="(4)" heading="Responsibilities.">The Board may delegate to these officers those responsibilities that the Board considers appropriate.</para>
    </para>
    <annotation type="History">Ord. 16-509</annotation>
    <annotation type="History" />
    <annotation type="History" />
  </section>
</baltimore-city-law>
