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Ch. 13
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LAWS OF MARYLAND
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534
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8. QUORUM OF BOARD; VOTE NECESSARY FOR ACTION; MOTION OR
RESOLUTION REQUIRED; EFFECTIVE DATE OF ACTION.
(A) FOUR DIRECTORS OR ALTERNATES CONSISTING OF AT
LEAST ONE DIRECTOR OR ALTERNATE APPOINTED FROM EACH
SIGNATORY, SHALL CONSTITUTE A QUORUM AND NO ACTION BY THE
BOARD SHALL BE EFFECTIVE UNLESS A MAJORITY OF THE BOARD,
WHICH MAJORITY SHALL INCLUDE AT LEAST ONE DIRECTOR OR
ALTERNATE FROM EACH SIGNATORY, CONCUR THEREIN; PROVIDED,
HOWEVER, THAT A PLAN OF FINANCING MAY BE ADOPTED OR A
MASS TRANSIT PLAN ADOPTED, ALTERED, REVISED OR AMENDED BY
THE UNANIMOUS VOTE OF THE DIRECTORS REPRESENTING ANY TWO
SIGNATORIES.
(B) THE ACTIONS OF THE BOARD SHALL BE EXPRESSED BY
MOTION OR RESOLUTION. ACTIONS DEALING SOLELY WITH
INTERNAL MANAGEMENT OF THE AUTHORITY SHALL BECOME
EFFECTIVE WHEN DIRECTED BY THE BOARD, BUT NO OTHER ACTION
SHALL BECOME EFFECTIVE PRIOR TO THE EXPIRATION OF THIRTY
DAYS FOLLOWING ITS ADOPTION; PROVIDED, HOWEVER, THAT THE
BOARD MAY PROVIDE FOR THE ACCELERATION OF ANY ACTION UPON
A FINDING THAT SUCH ACCELERATION IS REQUIRED FOR THE
PROPER AND TIMELY PERFORMANCE OF ITS FUNCTIONS.
9. OFFICERS.
(A) ENUMERATION; CONSOLIDATION OF OFFICERS;
APPOINTMENT, REMOVAL, AND DUTIES; COMPENSATION.
THE OFFICERS OF THE AUTHORITY, NONE OF WHOM SHALL BE
MEMBERS OF THE BOARD, SHALL CONSIST OF A GENERAL MANAGER,
A SECRETARY, A TREASURER, A COMPTROLLER AND A GENERAL
COUNSEL AND SUCH OTHER OFFICERS AS THE BOARD MAY PROVIDE.
EXCEPT FOR THE OFFICE OF GENERAL MANAGER AND COMPTROLLER,
THE BOARD MAY CONSOLIDATE ANY OF SUCH OTHER OFFICES IN
ONE PERSON. ALL SUCH OFFICERS SHALL BE APPOINTED AND MAY
BE REMOVED BY THE BOARD, SHALL SERVE AT THE PLEASURE OF
THE BOARD AND SHALL PERFORM SUCH DUTIES AND FUNCTIONS AS
THE BOARD SHALL SPECIFY. THE BOARD SHALL FIX AND
DETERMINE THE COMPENSATION TO BE PAID TO ALL OFFICERS
AND, EXCEPT FOR THE GENERAL MANAGER WHO SHALL BE A
FULL-TIME EMPLOYEE, ALL OTHER OFFICERS MAY BE HIRED ON A
FULL-TIME OR PART-TIME BASIS AND MAY BE COMPENSATED ON A
SALARY OR FEE BASIS, AS THE BOARD MAY DETERMINE. ALL
EMPLOYEES AND SUCH OFFICERS AS THE BOARD MAY DESIGNATE
SHALL BE APPOINTED AND REMOVED BY THE GENERAL MANAGER
UNDER SUCH RULES OF PROCEDURE AND STANDARDS AS THE BOARD
MAY DETERMINE.
(B) GENERAL MANAGER.
THE GENERAL MANAGER SHALL BE THE CHIEF
ADMINISTRATIVE OFFICER OF THE AUTHORITY AND, SUBJECT TO
POLICY DIRECTION BY THE BOARD, SHALL BE RESPONSIBLE FOR
ALL ACTIVITIES OF THE AUTHORITY.
(C) TREASURER; SIGNATURES ON WARRANTS.
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