Ohio Code 1710.04 – Board of directors duties
(A) A special improvement district created under this chapter shall be governed by the board of directors of the special improvement district. The board shall consist of at least five directors. The board shall include a person appointed by the legislative authority of each participating political subdivision and the municipal executive of each municipal corporation with territory within the boundaries of the special improvement district. The remainder of the board’s members shall be members of the district. Except for the municipal executives and the appointees of the legislative authorities, and except as otherwise provided in this division, members of the board of directors shall be elected at a meeting of the entire membership of the district. The initial election of directors may occur at the first meeting of the entire membership of the district after its creation. All subsequent elections shall be held at a November meeting of the membership.
Terms Used In Ohio Code 1710.04
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Municipal executive: means the mayor, city manager, or other chief executive officer of the municipal corporation in which a special improvement district is located. See Ohio Code 1710.01
- Participating political subdivision: means the municipal corporation or township, or each of the municipal corporations or townships, that has territory within the boundaries of a special improvement district created under this chapter. See Ohio Code 1710.01
- Person: includes an individual, corporation, business trust, estate, trust, partnership, and association. See Ohio Code 1.59
- Remainder: An interest in property that takes effect in the future at a specified time or after the occurrence of some event, such as the death of a life tenant.
- Special improvement district: means a special improvement district organized under this chapter. See Ohio Code 1710.01
Each municipal executive may designate one person who is an employee of the municipal corporation involved with its planning or economic development functions to serve in the municipal executive’s stead. This designee shall serve at the pleasure of the municipal executive.
In the case of a district created by an existing qualified nonprofit corporation, the corporation’s board of trustees or other governing board, however denominated, shall be the board of directors of the special improvement district for the purposes of this chapter. The election of directors otherwise required by this division shall not be required, and the requirement that municipal executives and appointees of the legislative authorities be members of the district’s board of directors may be satisfied by the membership on the corporation’s governing board of representatives of such participating political subdivisions, or may be waived if approved by resolution of the legislative authorities of the participating political subdivisions.
(B) A director may file a written statement with the district’s secretary at least three days prior to any meeting of the board to have a person act as proxy to carry out the director’s rights and responsibilities under this chapter at that meeting.
A director may also appoint a designee to carry out the director’s rights and responsibilities under this chapter by filing a written designation form with the district’s secretary. This form shall include the name and address of the director, the name and address of the designee, and the expiration date, if any, of the designation.
A proxy or designee need not be an elector or resident of a participating political subdivision of the district or a member of the district. The appointment of a proxy or designee may be changed by filing a new form with the district’s secretary. The most current form filed with the secretary is the valid appointment. Service of any notice upon a proxy or designee at the proxy’s or designee’s address as shown on that form satisfies any requirements for notification of the director.
(C) Notice of the time, date, place, and agenda for any meeting of the board of directors shall be by written notice to each director, transmitted by certified mail, personal service, or electronic device prior to the meeting. If possible, the notice shall be served at least one week prior to the meeting.
The board shall act by a majority vote of those present and authorized to vote at any meeting where proper notice has been served.
(D) The board shall elect a chairperson, vice-chairperson, secretary, and treasurer of the board. These officers shall serve at the board’s pleasure. A director may be elected to more than one office, except that the director elected as treasurer shall not be elected to any other office of the board.
By the first day of March of each year, the treasurer shall submit to each member of the district and to the municipal executive, chief fiscal officer, and legislative authority of each municipal corporation with territory within the boundaries of the special improvement district and the board of township trustees of each township with territory within the boundaries of the special improvement district, a report of the district’s activities and financial condition for the previous year.
(E) Divisions (B), (C), and (D) of this section do not apply to a district created by an existing qualified nonprofit corporation to the extent those divisions are not consistent with the regulations of the corporation, in which case the regulations of the corporation shall govern.