1992 RES AUTHORIZING CREATION OF COP INDUSTRIAL DEVELOPMENT CORPORATION

Home Browse Search

expenses, bonds and other obligations of the Corporation issued to finance all or part of the cost of a project, then any net earnings of the Corpozation thereafter accruing with respect to said project shall be paid to the Unit,. ARTICLE II BOARD OF DIRECTORS Section 1. Powers, Number and Term of Office. The property and affairs of-the Corporation sha11 be managed and controlled by the Board of Directors and, subject to the restrictions imposed by law, the Articles of Incorporation and these Bylaws, the Board of Directors sha11 exercise all of the powers of the Corporation. The Board of Directors shall consist of seven (7) directorsp each of whom shall be appoznted by the City Council. The directors constituting the first Board of Directors shall be those directors named in the Articles of Incorporation, each of whom shall serve far six (6) years or until his or her successor is appointed as hereinafter provided. Subsequent directors shall hold office for a term of six (6) years or until their successors are appointed as hereinafter provided. Any director may be removed from office, by the City Council, for cause or at will. Section 2, Meetin s of Directors. The directors may hold their meetings at suc place or p.aces in the State of Texas, as the Board of Directors may from time to time determine; provided, however, in the absence of any such determination by the Board of Directors, the meetings shall be held at the registered office of the Corporation in the State of Texas. Section 3. Regular Meetin s. Regular Meetings of the Board of Directors shall be he d without necessity of notice at such times and places as shall be designated, from time to time, by resolution of the Board of Directors. Section 4. Special Meetings. Special Meetings of the Baard of Directors s all be held whenever called by the president, by the secretary, by a majority of the directors for the time beinb in office or upon advice of or request by the City Council. The secretary shall give notice to each director of each Special Meeting in person, or by mail, telephane or telegraph, at least two (2) hours before the meeting. Unless otherwise indicated in the notice thereof, any and all matters pertaining to the pur- poses of the Corporation may be considered and acted upon at a Special rleeting. At any meeting at which every director shall be present, even though without any notice, any matter pertaining to the purpose of the Corporation may be considered and acted upon. Section 5. Quorum. A majority of the directors fixed by the Artic es o Incorporation shall constitute a quorum for the consideration of matters pertaining to the purposes of the Corpor- ation. The act of a majority of the directors present at a meeting at which a quorum is in attendance shall constitute the act of the Board of Directors, unless the act of a greater number is required. by law. _2 ~ - .a - ~ _