HomeMy WebLinkAbout10A - Economic Development Authority (EDA) Bylaws
MEETING DATE:
AGENDA #:
PREPARED BY:
PRESENTED BY:
AGENDA ITEM:
DISCUSSION:
4646 Dakota Street SE
Prior Lake, MN 55372
CITY COUNCIL AGENDA REPORT
October 18, 2010
10A
Frank Boyles, City Manager
Frank Boyles
Consider Approval of a Resolution Amending the Economic
Development Authority (EDA) Bylaws
Introduction
The purpose of this agenda item is to request City Council approval of new
bylaws for the Prior Lake Economic Development Authority (EDA).
Historv
The preceding item on this evening's agenda was amendment of the EDA
Enabling Resolution. Assuming the City Council adopted that resolution, it
is now appropriate to adopt amendments to the bylaws.
Current Circumstances
In accordance with City Council direction, the Bylaws and Compensation
Committee (Councilors Keeney and Millar) have met to review
amendments to the EDA bylaws authored by the City Attorney. While a
copy of the amended bylaws is attached, the more poignant revisions are
outlined below:
Page 1 and 2, Article 3, 3.1
The composition of the EDA is five members, three of whom are from the
public appointed for staggered terms, and two of whom are councilors
appointed to four year terms corresponding with their term of office. All
appointments are made by the Mayor and affirmed by the City Council.
Page 2, Article 3, 3.2
Relevant business experience is defined, members serve without term
limits and all non-Council members must either live in Prior Lake andlor
own a controlling financial interest in a business located in Prior Lake.
Page 2, Article 3.4
Vacancy - sets forth the process for filling a vacancy in the event a term
ends, removal for cause, death or similar conditions making it impossible to
serve for either Councilor non-Council members.
Page 4, Article 4, 4.1
Provides that all regular and special meetings must be noticed pursuant to
the open meeting law.
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Page 4, Article 4, 4.5
Sets for the order of business at EDA meetings which is identical to Council
meetings except there is no forum or consent agenda.
Page 4, Article 4, 4.6
Public Hearings - defines public hearings and informational hearings. The
remainder of the section is a step-by-step public hearing process.
Page 5, Article 4,4.6.3.7
Addresses the issue of how audio, video and combined recordings are to
be treated as testimony at meetings.
Page 7, Article 6, 6.1
Clarifies the status of the EDA with respect to funds, accounts, debt and
budgeting.
Page 8, Article 8, 8.1 and 8.1.1.
The EDA must receive City Council approval to levy a special assessment,
and it cannot incur debt beyond the approved budget without prior City
Council approval.
Page 9, Article 10, 10.1 - 10.4
This article sets forth most of the limitations of the EDA authority.
Page 10, Article 14, 14.2
This section clearly states that the City Council must approve any bylaw
amendments.
Page 10, 11 and 12, Article 16 and 17
Rather than provide a brief paragraph on Code of Conduct, Conflict of
Interest, Gifts and Favors and Misuse of Official Position, the complete text
from the City Council bylaws is incorporated in the EDA documents.
Conclusion
The City Council should determine if the bylaws are comprehensive while
allowing the EDA to act independently, but with accountability to the City
Council.
ISSUES:
The bylaws are both very specific and general depending upon topic.
Filling a vacancy, conducting a public hearing and the standards for a
conflict of interest are set forth in a very detailed fashion to help the EDA
assume their responsibilities. Similarly, the EDA's limitations and their
accountability to the Council is set forth in detail. On the other hand, the
powers of the EDA are considerable and not enumerated because the
specific application often impacts how the statutory powers may be used.
The Council may wish to consider whether these bylaws supply sufficient
direction to the EDA while providing it with the necessary leeway to
accomplish significant economic development objectives.
At the same time, does the Council believe that adequate limitations have
been enumerated in the bylaws to safeguard the public dollar?
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If the Council believes refinements are necessary, then it would be
appropriate to refer the bylaws back to the City Attorney and Bylaws and
Compensation Committee. If the Council is satisfied with the bylaws, it
may adopt them by resolution.
At the Council's November 1 meeting an agenda item will be included to:
request Council resignation from the EDA and approve the process and
timeline for solicitation of applications and appointments to the new body.
FINANCIAL
IMPACT:
The financial impact is as discussed in the preceding agenda item.
AL TERNATIVES:
1. Adopt a resolution approving amendments to the EDA bylaws either as
presented or with amendments.
2. Refer the bylaws to the Bylaws and Compensation Committee for
revision of specific sections.
RECOMMENDED Alternative #1.
MOTION:
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WHEREAS,
WHEREAS,
WHEREAS,
WHEREAS,
WHEREAS
WHEREAS
WHEREAS
4646 Dakota Street SE
Prior Lake, MN 55372
RESOLUTION 10-xxx
A RESOLUTION APPROVING AMENDMENTS TO THE BYLAWS OF THE
PRIOR LAKE ECONOMIC DEVELOPMENT AUTHORITY (EDA)
Motion By:
Second By:
Minnesota Statutes recognize the importance of creating a City EDA; and
Minnesota Statutes reserve certain powers for economic development authorities to
facilitate economic development and redevelopment; and
The City Council desires an EDA which is dynamic and capable of fostering economic
development and redevelopment to build tax base and create jobs; and
The City Council has adopted amendments to the City of Prior Lake EDA's Enabling
Resolution revising the composition of the body and clarifying certain powers; and
The bylaws of the EDA are critical in further defining the powers, procedures and
operations of the EDA; and
The City Attorney has drafted, and the City Council's Bylaws and Compensation
Committee have reviewed amendments to the bylaws; and
On October 18,2010, the City Council discussed the proposed bylaws.
NOW THEREFORE, BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF PRIOR LAKE,
MINNESOTA as follows:
1. The recitals set forth above are incorporated herein.
2. The Economic Development Authority (EDA) bylaws dated October 18, 2010 are hereby approved.
PASSED AND ADOPTED THIS 18th DAY OF OCTOBER 2010.
YES
NO
Myser
Erickson
Hedber~
Keeney
Millar
Myser
Erickson
Hedberg
Keeney
Millar
Frank Boyles, City Manager
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BYLAWS OF
PRIOR LAKE ECONOMIC DEVELOPMENT AUTHORITY
Amended January 3, 1995
Amended January 2,1996
Amended February 20, 1996
Amended October 21, 1996
Amended December 21,1998
Amended April 16, 2001
Amended March 19, 2007
Amended October 18. 2010
ARTICLE 1. - NAME AND PURPOSE:
1.1 The Prior Lake Economic Development Authority is a public body politic and a political
subdivision of the State of Minnesota. The EDA shall have all the powers, duties, responsibilities and
limitations provided for in Minnesota Statutes Section 469.090 to 469.108 which statutes are
incorporated by reference as if fully set forth set forth herein and in the Enabling Resolution passed by
the Prior Lake City Council creating the Economic Development Authority. The Enabling Resolution and
these Bylaws may be amended by the CITY Council from time-to-time.
1.2 The business of the Economic Development Authority shall include but not be limited to:
promoting growth, development and redevelopment of retail, commercial and industrial properties in
Prior Lake; diversifying the City's tax base; providing tools and incentives to achieve the Economic
Vision Element in the City's 2030 Vision and Strategic Plan; and providing an incubator to generate
ideas and initiatives to support economic growth and vitality.
1.3 The affairs of the Economic Development Authority shall be conducted in accordance with these
bylaws.
ARTICLE 2, - OFFICES AND BOUNDARIES
2.1 The principal office of the EDA shall be in the City Hall of the City of Prior Lake, 4646 Dakota
Street SE, County of Scott, and State of Minnesota.
The EDA may also have offices at such other places as the Commissioners of the EDA may from time to
time designate or as the business of the EDA may require.
2.2 The territory in which operations of the EDA are principally to be conducted consists of the City of
Prior Lake, Scott County, in the State of Minnesota.
ARTICLE 3. BOARD OF COMMISSIONERS
3.1 APPOINTMENT AND TERMS. The Prior Lake Economic Development Authority shall consist of
five (5) members. The five (5) member Authority shall be comprised of two (2) members of the City
Council and three (3) members appointed from the public. The appointments shall be made by the
Mayor and approved by the City Council. The public members initially appointed to the shall be
appointed for staaaered terms of two, three and four years: and thereafter uoon exoiration of the initial
term for four (4) vear terms that coincide with their term of office.-;--e*Ga~ ~hat tl":s--te:-::F. €f e ::::ouncil
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ffie:11=~r :~c:1I coincide with the council r.1omaer's ~arr.:i ::If offics if r8quired. The City Council members
appointed to the Authority shall serve fourtwG (~~):-year terms. +As limi~c:~i9fl-e-f a ~':IO (2) yam torm for
Getffi.::::,~ r.1ar.1l:e:r':::: will ;::raviGs r.:iore opp8;~~.mi~y for othe:r :r!.:lrested members of the City Council to
sewe-::::n th~ =~/\. ,^, Council Membar r....::::y be nomi:-,...3~8d to serve consecutive terms.
3.2 CRITERIA FOR NON-COUNCIL APPOINTMENTS. Members of the public appointed to serve
on the EDA must have relevant business experience in: the private sector, business development or
redevelopment, business retention, business management, real estate, project management, planning,
financing andlor familiarity or experience working in the public sector. CerH:!isa~e:s m~s~ bave: c:: ;::9St-
second:Jry degree. !\ c:Jndid:Jte withsb'-t :::: 8egfee: ~l::t with exceptb~2-!ly strong 'Nork experience m:JY be
6sns~gefe4. Preferred candidates should have a work history that includes serving in a management
and decision making position. The individual should have experience working in a team environment,
have good communication and problem-solving skills and have the time and creativity to serve and
actively contribute as a commissioner. Members of the EDA are not term limited.
3.3 ELIGIBILITY FOR NON-COUNCIL APPOINTMENTS
3.3 To be eliaible to serve on the EDA. an individual must either:
3.3.1 Be a resident of the Citv: andlor
3.3.2 Hold a controllina financial interest in a business located within Prior Lake.
3.~~ VACANCY. All vacancies on the EDA shall be filled by the Mayor and approved by the City
Council. A vacancy is created in the EDA when a Commissioner is longer eligible or able to serve or
when theirti=le term of office e-f :::: ::::ouncil me:r.1t:9f ends. Vacancies may also occur by resignation,
removal for cause, death or similar conditions which make it impossible for a Commissioner to continue
to serve. Removal for cause requires a majority vote of the Commissioners eligible to vote on the
matter. When a vacancy on the EDA board occurs the Mayor shall appoint an individual to serve with
the approval of the City Council.
3.~~.1 -Fillina a Vacancv. If the seat on the EDAI\l::thaffiy is vacated by a Commissioner who is
not a City Council member the following process.,.e*6E:;::t i~ ~!1e c:Jso of :::: r:: al3psir.tr.::em,
should be used to fill the vacancy:
3.~.1.1 The Presidentsr.3ir;::efSe-R of the EDA declares a vacancy and advises the Mayor
and Executive Director.
3.~~.1.2The City advertises the vacancy :Jnd 'Nhere: ens r.ow to s!:)tair. an
3;::;::!ic:Jtioninformation concernina how interested individuals mav obtain
aoolications and the deadline for aoolications.
3.~~.1.3The City may also invite individuals known to them to submit an application.
3.~~.1.4 The City Mar...2gef Executive Director, Mayor and one Council member
("Screenina Committee") who is a member of the EDA, shall review all
applications and select up to five (5) candidates for interviews and further
consideration who meet the criteria set forth in Section 3.3.
3.~~.1.5The Screenina Committee shall narrow the candidates to three (e) finalists. Uo
to this ooint the names of the aoolicants have been "orivate data" and not
available to the oublic. The names of the finalists are "public data." c:Jndid:Jtes
shall ~e: ir.t8rviewe~::::oo The finalists shall be interviewed bv the entire
ollowedCouncil allowed to make a five minute presentation regarding their
qualifications :Jnd re:Jsonsand reasons for seeking the appointment. Members of
the Council may ask questions of the candidate, but the time used for questions
will not be counted against the candidates five (5) minute presentation.
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3.~~.2 If ~tAe seat on the authority is vacated by a member of the City Council either through
death or a less final reason, the seat will be filled bv one of the four (4) remaininq
members of the Council. appointment bv the Mavor and approval of the Council. The
individual appointed to serve the balance of the vacated seat on the Council shall not be
eliaible to also serve the balance of the unexpired term on the EDA. firs~ =y offering it to
tRa incHvf::ll:.:,:::1 appointed to serve the-Femair.:::Ier of the Counsil t.;€rr.~~r::' t~rr.1, ana---#
declined it sr..c!1 next be offered ts e: member €f ~he Coun€il e:;:;:affites =y the M:::ly€r a...A
:Jpproved by the City Council.
3.~4 REMUNERATION AND REIMBURSEMENT. -I-f tr.~ nS6:::s::ary fundin8 i:: a\'u:I:::~I~ :::
OOfF..:;-:~:~.:er.efA commissioner, including the Ei3resident, shall be paid a per diem for attending each
regular or special meeting of the EDA in an amount to be determined annually by the City Council. The
per diem mav not exceed the per diem paid to the Citv Council. In addition to receiving a per diem for
attendina meetinasf}aY-~3r m::::etings, the commissioners may be reimbursed for actual expenses
incurred in doing official business of the EDA. Expense reimbursements must be reviewed and aooroved
bv the President and Executive Director of the EDA before thev are submitted for oavment. All money
paid for compensation or reimbursement must be paid out of the EDA's budget. (Minn. Stat. 469.095,
subd. 4). {---R3ir.1bu::seffier.ts e:r:::: somethin; ~h~ City Sa1n3f--6or.tral-or bl.:dget f3r. !:)o you 'N{lr.~ ~9
feG~~":1end criteri:J to ql::-3lifY-f~im~l::rsem€-.1~s €{' s~st tha~ the c~o;::;:enJUti€-.1 i:: in~ended to cover
out of pocket expenses?]
ARTICLE 4. MEETINGS AND NOTICE
4.1 REGULAR MEETINGS. The EDA shall establish a regular meeting schedule. There shall be not
less -than four nor more than 12 regular meetings per year. The EDA will conduct its meetings in the
City Council Chambers at 4646 Dakota Street SE. Prior Lake, Minnesota. Notice of all meetinas. both
reaular and soecial. Notice of th:::: r.::~ shall follow the requirements of the Minnesota Open Meeting
Law. Notice of c re8l::~::::r meetffi8 shall serr.;:\y-y..itr. ~h~ requiremer.ts ~f the Minnesct::: Open Meeting
haw:-
4.2 QUORUM. Three Commissioners shall constitute a quorum for the purpose of conducting
business. Commissioners are to notify the staff prior to the meeting if they are unable to attend.
4.3 NOTICE. Whenever the provisions of an applicable statute or these Bylaws require "NHotice2 to
be given to any -Commissioner or officer, the provisions shall not be construed to mean personal notice
unless explicitly stated; ~NHotice may be given in writing by U.S. Mail, in a postage-paid, sealed
wrapper, addressed to the Commissioner or officer at his or her address as appears in the books of the
EDA, and the time when the NHotice is mailed shall be deemed to be the time of the giving of such
NHotice.
4.4 SPECIAL MEETINGS. Special meetings of the Board of Commissioners may be called at any
time by the President.President or, in his/her absence, by the Vice President or by any two (2)
Commissioners. Notice of special meetings of the Board of Commissioners shall be given to each
Commissioner at least three (3) days prior to the meeting via telephone, telegram, letter or personal
contact and shall state the time, place and tAe business scheduled to come before the EDA. Public
NHotice of a special meeting shall comply with the requirements of the Minnesota Open Meeting Law.
4.4.1 In the case of special meetings, the presence of any member of the Authority at a special
meeting shall constitute a waiver of any formal NHotice of the meeting unless the
Commissioner attends for the specific purpose of objecting to the holding of such
meeting.
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4.5 CONDUCT OF BUSINESS AT MEETINGS. The agenda for a regularly scheduled meeting shall
include the following in order of business:
4.5.1 Call to Order
.1.3.11.5.2 Pledae of Alleaiance
.1.5.:21.5.3 Approval of Agenda
.1.5.31.5.4 Approval of minutes of previous meeting (s)
1.3.11.5.5 Public Hearing
Ll.5.81.5.6 Old Business
~.5.7 New Business
1.5.74.5.8 Other Business
11.8.€1.5.9 Adjournment
4.6 PUBLIC HEARING~. The EDA mav be reauired bv Statute to conduct formal oublic hearinas on
a matter which the EDA will ultimatelv decide. Public hearinas reauired bv Statute aenerallv reauire
notice and oublication. Seek inout from the Executive Director reaardina oublication and notice
reauirements. The EDA mav also decide to hold "informal hearinas" from time to time to aarner
information from the oublic on matters of interest to the EDA. The format for conductina a formal oublic
hearina is set out below. Public h€arir.~€ €r.all =e-Bsr..cl::~ted in the foIlO'.\'in~ :::-'r::::nnSf_7
4.6.1 The President or presiding officer of the EDA announces the agenda item that is the
subject of the public hearing.
4.6.2 The EDAconomic Develspr.1ont Committee shall open all public hearings at the time
indicated in the public hearing notice, or as soon as possible thereafter. From a practical
standpoint, not all hearings can be opened at their designated time The EDA Economic
Qevej.s;:>.~g~t Committee may delay the start of a hearing until the pending business is
acted upon. However under no circumstances may a public hearing be opened prior to
the time specified in the notice and published in the official newspaper.
4.6.3 The Public Hearing shall proceed as follows:
4.6.3.1 Staff and/or a consultant orovide the Commissioners with-make a presentation or
report on the subject matter of the public -hearing.
4.6.3.2 At the conclusion of any presentation or remarks by Staff and/or a consultant, the
presiding officer asks the EDAEconomic Devel~;:>.;::effi-G8mr.1it~ee members if they
have questions of the Staff or consultant.
4.6.3.3The presiding officer requests a motion and second from an EDA member of the
Economic Devel~;:>.;::effi-G90.-:"II~::i~tee to open the public hearing and once there is a
motion. calls for a vote.
4.6.3.4The presiding officer declares the public hearing opened, announces the time the
hearina is ooened and then proceeds to ask for citizen input and, comments aAG-
questions.
4.6.3.5 Members of the public, interested parties or their authorized representatives may
address the EDAconomic De...e~c~;:r.aAt-G~;:r.::nittee orally. If the speaker intends
to present written or hard copy materials to support their presentation to the
EDAconomic Devel~pr.'::€n~ Committee, they must provide the Staff, at the time of
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their presentation or before, copies of the original for distribution to
commissionersGe:-:1:=:1ittee-ms:n!:9fS, City Staff, EDA Attorney and the Recording
Secretary. The materials will be included in the public record. If the speaker
intends to present audio or video materials to support their presentation- ~-c ~he-
Economic Devels;:r.::ont Committee, such materials must be in an electronic
format that is compatible with the City's existing equipment. An audio or video
presentation may not introduce testimony from any person other than the author.
The electronic materials must be submitted to the Staff by 12:00 noon of the day
of the meeting.
4.6.3.6 Written Materials. If unable to attend the meeting, members of the public,
interested parties or their authorized representatives may submit written
comments and supporting materials. Nine (9) copies of the comments and
materials must be submitted to the City Staff prior to the EDAconomic
Qevej.~;3r.::effi-Go,~t.:~Uee meeting. The comments and materials will be distributed
to commissionersGsr.::.'T1ittae members, City Staff, and the Recording Secretary.
The written comments and materials will become part of the record, but will not be
read aloud at the meeting.
4.6.3.7 Recorded materials and testimonv if unable to attend a meetina. tsstir.1SAy-if-
l:.lr.a!:le-ts atteR€l c: r.::eetfRg. Members of the public, interested parties or their
authorized representatives may submit testimony to the EDAoonomic
Qevej.~~:r.::mt Committee using a prerecorded audio or video communication. An
audio or video communication must be in an electronic format that is compatible
with the City's existing equipment. An audio or video presentation may not
introduce testimony from any person other than the author. The author of the
recorded testimony must provide nine (9) copies to the City Staff at least seven ill
calendar days prior to the meeting in order to allow Staff an opportunity to view the
presentation on the City's equipment to make certain there are no technical
difficulties with the equipment. It is the responsibility of the individual using an
audio or video format to consult with the City to determine compatibility. The City
gGepartment responsible for the agenda item will also prepare a brief summary of
the audio or video presentation. The recorded testimonvi*8-5e~ta~iaR and ~tRe
summary will be provided to the EDAconomic Devel~;:>.~::>..,~ GSr.1r.1ittee as part of
its reaulartRe agenda package. The presentation and the summary will become a
part of the public record. It is in the sole discretion of the oresidina officer to
decide whether the recorded testimonv or anv oortion thereof will be olayed at the
oublic hearina. There are anv number of reasons the oresidina officer may decide
not to broadcast recorded testimony: includina but not limited to: the lenath of the
testimony. the technical auality of the recordina or its comoatibilitv with the City's
eauioment. the use of inaoorooriate lanauaae on the recordina and whether the
testimony is redundant to information orovided bv another soeaker. Generally,
agenda packages are distributed to members of the EDAconomic De'Jels;:r.1eRt-
G::>.~n-:i~tee three to five calendar days on tho VVednesd3Y (ByI3W€ 3ml-
GC:-:1~e:--r~atbn Committee recc::r.::r.ond3tion) preceding the meeting.
4.6.3.8 After all persons have been heard, the presiding officer will ask twice whether
there are any other persons in attendance who want to be heard on the matter
pending. If there is no other testimony, the presiding officer will reauest: ~3StS
c: r.1atier.. Th9f€ ar:: tv.to pSJCible motions, secon=€ and votes:
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4.6.3.8.1 A motion and second to close the public hearing. Once the vote is
taken, the public hearing is closed. The presiding officer announces,
for the record, the time the public hearing is closed: or
4.6.3.8.2 A motion and second to continue the public hearing to a date certain.
The presiding officer, in consultation with the City Staff and Committee
members, shall select and announce a time and date certain for the
continued public hearing. No additional publication or notice
requirements are needed if a hearing is continued to a later specified
date. No public hearing may be continued more than once without re-
notice bv oublication of , ;:l::~ishing the time, date, location and subject
of the public hearing.
4.6.3.9 The EDAconomic Devel~;:>.~aAt-G90~rnittee addresses the subject matter of the
oublic hearinq through deliberation. The EDAconomic Development Corr.,~i~tee
may ask questions of the ~Staff. If the public hearing has been closed
commissionersG90~r.::i~tee members should refrain from calling upon a member of
the public except for the sole purpose of asking a question that can be answered
by a "yes" or "no" response.
4.6.3.9.1 The presiding officer will call upon each member of the EDAOOR-90~i~
Qevej.::::~::r.e:-:t G3P.':::tr:ttee for their comments and reaction to
information received from the Staff presentation or public hearing
comments.
4.6.3.10 If the public hearing has been closed, rather than continued until a date certain,
the EDAconomio Development C3::r.:i=Httee may take action on the subject matter.
4.7 VOTING. All qualified members of the EDA shall have equal voting authority.
ARTICLE 5. OFFICERS. DUTIES AND RULES
5.1 OFFICERS. The officers of the EDA shall have the usual duties, responsibilities and powers
associated with their office.
5.2 DUTIES. +Re}' r,-:.::::y be given other duties 3m:li~ewsr:: C}4R€ E!),A.,- The EDA shall elect a
president, a vice-president, a treasurer, a secretary, and an assistant treasurer. The EDA shall elect the
president, vice-president, treasurer, and secretary annually. A commissioner must not serve as president
and vice-president at the same time. The other offices may be held by the same commissioner. The
offices of secretary and :::::si€t~t treasurer need not be held by a commissioner.
5.3 The treasurer shall receive and is responsible for-IDl EDA money-aA-€l-fsr ~he 3CtS ~ the-aSS:S~'2r.t
tf€2s:..lreF,-s,~all :::!i::!:l:.l::::€ =!),'\ money by oheck only; shall keep an account of the source of all receipts,
and the nature, purpose and amount of all disbursements; and shall file the EDA's detailed financial
statement with its secretary at least once a year at times set by the EDA. The assistant treasurer shall
have the powers and duties of the treasurer if the treasurer is absent or disabled.
5.4 The treasurer shall give bond to the state conditioned for the faithful discharge of official duties.
The bond must be approved as to form and surety by the EDA and filed with the secretary. The bond
must be for twice the amount of money likely to be on hand at anyone time, as determined at least
annually by the EDA, provided that the bond must not exceed $300,000.
(Minn. Stat. 469.096)
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ARTICLE 6. FINANCE AND ADMINISTRATION.
6.1 EDA money is public money. The monies of the EDA shall be deposited in the name of the EDA
in such bank or banks as the Board of Commissioners shall designate.
6.1.1 The EDA is a Dolitical subdivision seDarate and distinct from the City.
6.1.2 The Citv has established seoarate funds for EDA monev and the EDA will have access
only to current EDA-related accounts.
6.1.3 The EDA has its own budaet and in the years after 2011 the EDA will be resDonsible for
develoDina its budaet.
6.1.4 Althouah the EDA has the Dower to issue debt instruments. it mav not do so without
aDDroval from the City Council.
6.2 An EDA check must be signed by the treasurer and one other officer named by the EDA in a
resolution. The check must state the name of the payee and the nature of the claim that the check is
issued for. (Minn. Stat. 469.096)
6.3 The nature, number and qualification of the staff required by the EDA to conduct its business
according to these Bylaws shall be annually determined by the EDABo3rd of C~r.1~SsfooSr€ ~or sh9tH€:l
it be City Coun~il?). Any contract3greement shall set forth in reasonable detail the nature of the services
to be provided to the EDA, and the cost basis for such services and the payment to be made by the
EDA. The EDA shall use the Citv's standardized contract.
6.4 The books and records of the EDA shall be kept at the EDA office in the treasurer's office in Citv
Hall at the City of Prior Lake, Minnesota.
6.5 The EDA's detailed financial statement must show all receipts and disbursements, their nature,
the money on hand, the purposes to which the money on hand is to be applied, the EDA's credits and
assets, and its outstanding liabilities in a form required for the City's financial statements. The EDA shall
examine the statement together with the treasurer's vouchers. If the EDA finds that the statement and
vouchers are correct, it shall approve them by resolution and enter the resolution in its records.
ARTICLE 7. DEPOSITS. DEFAULT. COLLATERAL
7.1 Every four (4) years the EDA shall name a national or state bank with offices in the seven-county,
metroDolitan areaGreater Minno3polis Metropsli~::::r. ,6,rea or a state bank to act as the official depository
of the EDA. Before acting as a depository, a named bank shall give the EDA a bond approved as to form
and surety by the EDA. The bond must be conditioned for the safekeeping and prompt repayment of
deposits. The amount of bond must be at least equal to the maximum sums expected to be deposited at
anyone time.
7.2 When EDA funds are deposited by the treasurer in a bonded depository, the treasurer and the
surety on the treasurer's official bond are exempt from liability for the loss of the deposits because of the
failure, bankruptcy, or other act or default of the depository. However, the EDA may accept assignments
of collateral from its depository to secure deposits just as assignments of collateral are permitted by law
to secure deposits of the City. (Minn. Stat. 469.099)
ARTICLE 8. ANNUAL REPORT AND BUDGET
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8.1 An EDA shall not levy a tax or special assessment, except as otherwise provided in Minn. Stat.
469.090 to 469.108, pledge the credit of the City or incur an obligation enforceable on property not
owned by the EDA without the Drior formal consent of the Citv Council.
8.1.1 Notwithstandina the foreaoina. the EDA mav not (1) issue any debt obliaation or (2) incur
anv debt bevond the amount budaeted in the current year without the Drior aDDroval of the
City Council.
8.2 Annually, at a time fixed by resolution or ordinance of the City, the EDA shall send its budget to
the City Council. The budget must include a detailed written estimate of the amount of money that the
EDA expects to need from the city to do EDA business during the next fiscal year. The needed amount
is what is needed in excess of any expected receipts from other sources. The EDA budaet shall be
develoDed and DreDared usina the format and Drocedure used bv all City deDartments.
8.3 The fiscal year of the EDA shall be the same as the fiscal year of the City.
8.4 Annually, or as mav be reauired bv City Council. at a time and in a form fixed by the City Council,
the EDA shall make a written report to the City Council giving a detailed account of its activities and of its
receipts and expenditures during the preceding calendar year, together with additional matter and
recommendations it deems advisable for the EDA to aDDrise the City of.b:- ~r.:: economic devels;:meRt--ef
the City.
8.5 The financial statements of the EDA must be prepared, audited, filed and published or posted in
the manner required for the financial statements of the City. The financial statements must permit
comparison and reconciliation with the City's accounts and financial reports. The report must be filed
with the state auditor by June 30 of each year. The auditor shall review the report and may accept it or,
in the public interest, audit the books of the EDA.
8.6 At the request of the City or upon the auditor's initiative, the state auditor may make a legal
compliance examination of the EDA including the salaries paid to the examiners while actually engaged
in making the examination. The state auditor may bill monthly or at the completion of the audit. All
collections received must be deposited in the general fund. (Minn.Stat. 469.100)
ARTICLE 9. POWERS
9.1 The Board of Commissioners may exercise all powers of an EDA and do all such lawful acts and
things as are authorized pursuant to Minnesota State Statutes, Sections 469.090 to 469.108, the
Enabling Resolution and these Bylaws.
9.2 The EDA may exercise all of the powers contained in the Housing Act, Minnesota Statutes,
Sections 469.001 to 469.047.
9.3 The EDA may exercise all of the powers of an Agency contained in the Development Act,
Minnesota Statutes, Sections 469.124 to 469.134.
9.4 The EDA may exercise all of the powers of a redevelopment agency contained in the Industrial
Bond Act, Minnesota Statutes, Sections 469.152 to 469.165.
9.5 The EDA may exeroise all of the powers of a city contained in the Housing Finance Act, provided
authorized to do so by ordinance of the Council pursuant to Section 462C.02, Subdivision 6 of the
Housing Financing Act.
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9.6 The EDA may exercise all of the powers of an authority contained in the Tax Increment Act,
Minnesota Statutes, Section 469.174 to 469.179.
9.7 The EDA may exercise such powers as may be contained in other laws applicable to economic
development authorities or housing and redevelopment authorities not specifically described herein.
The officers have the usual duties and powers of their offices. They may be given other duties and
powers by the EDA.
ARTICLE 10..- LIMITATION OF POWERS
10.1 All official actions of the EDA must be consistent with the adopted Comprehensive Plan of the
City and with any official controls adopted by the City Council to implement the Comprehensive PlanJQ
the extent available.
10.2 Budaet. The EDA annual budaet shall be aDDroved bv the City Council.
10.3 All Dowers of the EDA shall be consistent with the Enablina Resolution.
10.4 If there is a auestion with resDect to EDA final authority. the City Council shall be deemed to be
the final authoritv.
ARTICLE 11..- STAFF
11.1 The City Manager shall serve as the Executive Director to the EDA.
11.2 The EDA may employ a chief engineer, other technical experts and agents, and other employees
as it may require, and determine their duties, qualifications and compensation. (Minn. Stat. 469.097,
subd. 1).
11.3 The EDA may contract for the services of consultants, agents, public accountants, and other
persons needed to perform its duties and exercise its powers. (Minn. Stat. 469.097, subd. 2)
11.4 +R€ =!:).'\ ::halll::€z the services sf ~~e City Attorney. The City Attorney is the chief legal advisor to
the EDA. (Minn.Stat. 469.097, subd. 3)
11.5 The EDA may purchase the supplies and materials it needs to carry out Minn. Stat. Sections
469.090 to 469.108. (Minn. Stat. 469.097, subd. 4)
11.6 The EDA shall use the facilities of its City's purchasing department in connection with
construction work and to purchase equipment, supplies, or materials. (Minn. Stat. 469.097, subd. 5)
11.7 The City may. to the extent available. furnish offices, structures, space, 3nd stenograp-his,
clerical, engineering or other assistance to the EDA. The City may charae the EDA for such services.
(Minn. Stat. 469.097, subd. 6)
11.8 The EDA may delegate to one or more of its agents or employees powers or duties as it may
deem proper. (Minn. Stat. 469.097,subd. 7)
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ARTICLE 12.- SEAL
12.1 The official seal of the EDA shall be the same as the official seal of the City of Prior Lake.
ARTICLE 13.- INSURANCE
13.1 The EDA shall obtain a written opinion from the LMCIT regarding insurance coverage issues.
The EDA shall purchase and maintain insurance as recommended by the LMCIT to cover the activities
of the EDA including its Commissioners, officers, employees, agents and attorney.
ARTICLE 14.- AMENDMENT OF BYLAWS
14.1 Recommendations from the EDA to alter. amend. addt^,lter3ticF'r~, C::-:1andments or repeal any
Dortion of these Bylaws may be accomplished by a majority vote of the Commissioners entitled to vote at
any meeting, as long as the NRotice of the meeting or agenda for the -meeting contains.-N-Rotice and
statement of the proposed alteration, amendment or repeal. Notice of any alteration, amendment or
repeal of the Bylaws shall be given in writing to each Commissioner at least ten (10) days prior to the
meeting at which said proposed alteration, amendment or repeal will be considered.
14.2 Once the EDA Dasses a recommendation to alter. amend. add or reDeal anv Dortion of these
Bylaws. the EDA shall forward the recommendations to the Citv Council for its aDDroval.
ARTICLE 15.- MISCELLANEOUS
15.1 EDA meetings shall be governed by these B-eylaws and Roberts Rules of Order. the rule: ::::r.a
procedure th3t gov::>.""r. ~he conduct ~ tho City CounE;~1 r.::eetffi~, ir.~orpor3ted by reference herein 3S if
fully set fs~h. The r:..llas-~ ;:r:::>cedure, 'N~tt": :ome exceptizns, ~ollow Robart: Rules of Order.
15.2 Roberts Rules of Order were develoDed~,::::f~e€:I to assure the orderly conduct of
meetinascl:::ir.ess. They rules best lend themselves to parliamentary type meetings, but have been
adopted by units of local government across the country. In many respects the rules of procedure can
be arcane and not easily implemented by a body such as the EDA. Roberts Rules are adopted here as
a framework to assure that meetings are conducted with order and a general respect for the views
expressed by all the EDA members. When a question of parliamentary procedure presents itself the
Chair, in consultation with the City Attorney, will rule on the question. If Roberts Rules are inaccurately
applied, the decision of the EDA shall not be invalidated or otherwise set aside.:. unless th:: ir.tg.qxa~.::t~9R
effef-f~:l:.llts= ir. c rnate:-ial ;:r~udice
AR+JC!...E 16 CONFLICT OF INTEREST
+€.1 =X~ a€ authorizes in Mir.-.:. ~~at. Section 171.€B, :::: ssmm~:i8{13r, :::>fficer or c-.'":f:~I:::>yee of the
E-Q./\ Fr.::Jst net ::::~e c:ny firr::::r.s~al i:1tsro&t, ffifeGt-0f ir.ffirest, in c:ny project 0f in c:ny property included
or pl::::nned to be ir.sk:i€Ie= in any projost, r.~r :ha!1 the pers::>.., t":~\'e en y----fiRafl:,in I :n~efe€t, direct or
ffi€Hfest, in a"-:Y-G::>..,~rast--0f ;:xoposed c::>..,~r::::st---f0f r.::c:~€ri~l: er sorvico to be .~:..:rn~he€:l-cr :..I:S€l---ffi
oonnection wi~h any project. (Minr., ~~at. 469.098)
ARTICLE 16.+- CODE OF CONDUCT AND CONFLICT OF INTERESTST^TEMENT OF ETHICS
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1+Q.1 Policy Statement. Our democratic system of government depends, in large measure, on people
having trust and confidence in the institutions of government and in elected and appointed officials who
shoulder the mantle of public service. The public has a right to expect that individuals who either by
election or appointment has the privilege to serve in public office will hold the responsibilities of their
office sacrosanct and to never use their position to advance a personal interest. The City of Prior Lake
has pledged to uphold the goals of fair, efficient and honest government and to hold its public officials to
the highest standards of integrity and objectivity in the business brought before them.
1+Q.2 The City of Prior Lake finds that the proper operation of government requires #tat
elected and appointed officials tc:t.l:.I::::t -be independent, impartial and responsiveble to the public; and
1Q+.3 Government decisions and the creation of policy must be made through the proper government
channels; and
12-7.4 Public office shall never be used for personal gain; and
12-7.5 The elected and appointed officials who serve the City of Prior Lake shall adhere to the highest
ethical standards and conduct themselves in a manner that enhances public trust in local government
by:
16.5.1 Creating transparency in i~€ astb.,s through honest and open communication;
16.5.2 Basing all decisions and adopting all public policies based on what is in the best interest
of the entire community;
16.5.3 Supporting the public's right to know the public's business;
16.5.4 Exercising fairness, optimism, responsiveness and respect in communicating with the
public; and
16.5.5 Providing a forum and periodic training for public officials and staff to discuss
organizational values that reflect high standards and current conditions and concerns.
1+Q.6 The City's Code of Conduct and Statement of Ethics shall be liberally construed in favor of
protecting the public's interest in full disclosure of conflicts of interest and promoting ethical standards of
conduct.
ARTICLE 178.- GIFTS AND FAVORS
1Z8.1 No public official shall accept any gift, favor or thing of value, regardless of the amount or value,
whether in the form of money, service, loan, thing or promise to do or forego doing something, from any
individual or entity which to the official's knowledge is concerned, directly or indirectly in any manner
whatsoever in business dealings with the City.
1Z8.2 USE OF EQUIPMENT AND FACILITIES:
1Z8.2.1 No public official shall request or permit the unauthorized use of City-owned vehicles,
equipment, materials, property, labor or services for personal convenience or profit.
1Z8.3 CONFLICT OF INTEREST:
1Z8.3.1 Except as authorized in Minn. Stat. 471.88, a public officer who is authorized to
take part in any manner in making any sale, lease, or contract in official capacity shall not
voluntarily have a personal financial interest in that sale, lease, or contract or personally
benefit financially therefore. (Minn. Stat. Section 471.87)
1Z8.3.2 A public official or local official elected to or appointed by the City Councilor City
Manager who in the discharge of official duties would be required to take an action or
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make a decision that would substantially affect the official's financial interests or those of
an associated business, unless the effect on the official is no greater than on other
members of the official's business classification, profession or occupation, must take the
following actions:
1Z8.3.2.1 Advise the City Attorney of the potential conflict of interest as soon as
possible, preferably before the meeting; and
1Z8.3.2.2 The City Attorney shall determine whether a disqualifying conflict of
interest exists.
1Z8.3.2.3 Orally inform the m3yor President or Dresidina officer or Committee Chair
of the potential conflict and abstain from any participation in that agenda item.
17.4~a: The purpose behind the creation of a rule, which would disqualify public officials from
participating in proceedings in a decision-making capacity when they have a direct conflict of interest in
its outcome, is to insure that their decision will not be an arbitrary reflection of their own selfish interests.
There is no settled general rule as to whether such an interest will disqualify an official. Each case must
be decided on the basis of the particular facts present. Among the relevant factors that should be
considered in making this determination are: (1) nature of the decision being made; (2) the nature of the
pecuniary interest; (3) the number of officials making the decision who are interested; (4) the need, if
any, to have interested persons make the decision; and (5) the other means available, if any, such as
the opportunity for review, that serve to insure that the officials will not act arbitrarily to further their
selfish interests.
17.~ MISUSE OF OFFICIAL POSITION. No elected or appointed official may use his or her
official position for a purpose that is, or would to a reasonable person appear to be primarily for the
private benefit of the official.
17.6SECTION 400: The City's Code of Conduct and Statement of Ethics shall be liberally construed in
favor of protecting the public's interest in full disclosure of conflicts of interest and promoting ethical
standards of conduct.
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