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267 <br /> <br /> satisfactory performance of the duties and functions of such <br /> office. <br />(b) Procedure. In the event the Directors for any reason request <br />the resignation of an officer to which subsection (a) above applies <br />and such request is declined, the Directors may be resolution state <br />the grounds upon which they claim such officer should be removed <br />from office, and such statement shall be served upon such officer <br />at least ten (10) days prior to a meeting at which action is to be <br />taken thereon. Such officer is entitled to be present at such <br />hearing and be heard if he or she so desires and is also entitled <br />to offer such evidence as he or she may deem appropriate in response <br />to the statement served upon such officer. The decision of the <br />majority of the Directors in such matter shall be final. <br /> <br /> ARTICLE V <br /> Personnel <br /> 1. General, The Directors may employ such personnel as may <br />be necessary or convenient in carrying out the objectives and <br />purposes for which the Authority was created, define their duties <br />and functions and set their terms of employment, such as <br />compensation, fringe benefits, separation from service, arrangements <br />and other pertinent details. <br /> 2. Executive Director. The Director may employ an <br />Executive Director of the Authority as its chief administrative <br />officer. The Executive Director shall be responsible for the <br />efficient administration of the operations of the Authority and <br />shall carry out the policies and directives of the Directors. The <br />Executive Director shall attend all official meetings of the <br />Directors, and, when requested, all committee meetings of the <br />Directors shall be entitled to notice of all meetings and shall be <br />entitled to take part in discussions of matters before the <br />Directors, but shall have no vote. The Executive Director shall be <br />responsible for obtaining and furnishing to the Directors financial <br />and other reports as may be required by the Directors, and he or <br />she shall recommend to the Directors from time to time such measures <br />as he or she shall deem necessary or advisable. The Executive <br />Director shall be responsible for the preparation and submission <br />to the Directors the proposed annual budget, shall keep the <br />Directors informed as the financial needs and condition of the <br />Authority and shall perform such other duties as may be determined <br />by the Directors. <br /> 3. professional Assistants. The Directors may employ such <br />accountants, engineers, legal counsel and other professional experts <br />or assistants as they may determine to be necessary or advisable <br />and fix the terms of such employment. <br /> <br /> ARTICLE VI <br />Compensation; Expenses <br /> <br /> 1. Compensation of Directors,. For their services as <br />Directors, the Directors shall receive such compensation as they <br />may approve within the limitations of Section 162A-5 of the Act. <br /> 2. Expenses, Directors shall be entitled to reimbursement <br />for the amount of actual expenses incurred by them in the <br />performance of their duties and the Directors may make policies <br />concerning suchreimbursement. <br /> 3. Compensation of Persons other than Directors~. Any <br />officer, agent or employee of the Directors or the Authority, other <br />than a Director, and any professional expert or assistant retained <br />by the Directors shall receive such compensation and be reimbursed <br />for such ~expenseS as the Directors may approve by resolution or <br />otherwise. <br /> <br /> ARTICLE VII <br />Annual and other Reports <br /> <br />1. Annual Reports. At each annual meeting the Directors shall <br />receive fC~m ~he.Treasurer and any other person who has been charged <br />with such responsibility a full and accurate report of the <br />operations of the Authority during the preceding fiscal year, the <br /> <br /> <br />