N.Y. Public Authorities Law § 1942: Upper Mohawk Valley memorial auditorium authority

§ 1942. Upper Mohawk Valley memorial auditorium authority. 1. A public

corporation, to be known as the "Upper Mohawk Valley memorial auditorium

authority" is hereby created for the public purposes and charged with

the duties and having the powers provided in this title. The authority

shall be a body corporate and politic constituting a public benefit

corporation. The governing body of the authority shall consist of a

total of seven members until January thirty-first, two thousand

nineteen, three of whom shall be appointed by the county executive,

without confirmation of the county legislature, and four of whom shall

be appointed by the county legislature, without county executive right

to veto. The first members appointed by the county executive shall be

appointed for the following terms of office: one for a term ending on

December thirty-first of the first year following the year in which this

title shall have become law, one for a term ending on December

thirty-first of the third year following the year in which this title

shall have become law and one for a term ending on December thirty-first

of the fifth year following the year in which this title shall have

become law. The first members appointed by the county legislature shall

be appointed for the following terms of office: one for a term ending on

December thirty-first of the first year following the year in which this

title shall have become law, one for a term ending on December

thirty-first of the third year following the year in which this title

shall have become law, and two for a term ending on December

thirty-first of the fifth year following the year in which this title

shall have become law. Commencing February first, two thousand nineteen,

the governing body of the authority shall consist of a total of nine

members, five of whom shall be appointed by the county executive,

without confirmation of the county legislature, and four of whom shall

be appointed by the county legislature, without county executive right

to veto. The seven members appointed to the board prior to February

first, two thousand nineteen, shall continue their existing five year

terms pursuant to this section. The fourth member appointed by the

county executive shall be for a term ending on December thirty-first,

two thousand twenty-one. The fifth member appointed by the county

executive shall be for a term ending on December thirty-first, two

thousand twenty-two. Subsequent appointments of members shall be made

for a term of five years ending in each case on December thirty-first of

the last year of such term. All members shall continue to hold office

until their successors are appointed and qualify. Vacancies shall be

filled in the manner provided for original appointment. Vacancies,

occurring otherwise than by expiration of term of office, shall be

filled by appointment for the unexpired terms. Members may be removed

from office by the party which appointed such member for inefficiency,

neglect of duty or misconduct in office; provided, however, that such

member shall be given a copy of the charges against him or her and an

opportunity of being heard in person, or by counsel, in his or her

defense upon not less than ten days notice. The members of the authority

shall receive no compensation for their services, but shall be

reimbursed for their actual and necessary expenses incurred in

connection with the carrying out of the purposes of this title;

provided, however, that no member shall be reimbursed for any expense

exceeding one thousand dollars incurred with respect to any individual

purpose unless the governing body at a meeting duly called and held when

a quorum of five members are present shall have authorized the

incurrence of such expense by such member. The powers of the authority

shall be vested in and be exercised by the governing body at a meeting

duly called and held where a quorum of five members are present. No

action shall be taken except pursuant to the favorable vote of at least

five voting members. All votes must be made in person at a meeting and

no vote may be made by proxy. The governing body may delegate to one or

more of its members, officers, agents or employees such powers and

duties as it may deem proper.

2. The officers of the authority shall consist of a chair, a

vice-chair, a treasurer and a secretary, which secretary need not be a

member of the authority. Such officers shall be appointed by the

governing body and shall serve in such capacities at the pleasure of the

governing body. In addition to the secretary, the governing body may

appoint and at pleasure remove such additional officers and employees as

it may determine necessary for the performance of the powers and duties

of the authority and fix and determine their qualifications, duties and

compensation, subject to the provisions of the civil service law. The

governing body may also from time to time contract for expert

professional services. The members, officers, executive director, if

any, comptroller, if any, and counsel, if any, shall be an exempt

position under any rule or classification of the civil service

commission. The treasurer shall execute a bond, conditioned upon the

faithful performance of the duties of his or her office, the amount and

sufficiency of which shall be approved by the governing body and the

premium therefor shall be paid by the authority.

3. Notwithstanding any inconsistent provision of any general, special

or local law, ordinance, resolution or charter, no officer, member or

employee of the state, any municipality or any public corporation shall

forfeit his or her office or employment by reason of his or her

acceptance of appointment as a member, officer or employee of the

authority, nor shall service as such member, officer or employee be

deemed incompatible or in conflict with such office, membership or

employment.

4. (a) The county executive shall file on or before December

thirty-first of the year in which this title shall have become a law, in

the office of the secretary of state, a certificate signed by the county

executive setting forth: (l) the name of the authority; (2) the names of

the members appointed by the county executive and the county legislature

and their terms of office; and (3) the effective date of this title. If

such certificate is not filed with the secretary of state on or before

such date, then the corporate existence of the authority shall thereupon

terminate and it shall thereupon be deemed to be and shall be dissolved.

(b) Except as provided in paragraph (a) of this subdivision, the

authority and its corporate existence shall continue until terminated by

law, provided, however, that no such law shall take effect so long as

the authority shall have bonds or other obligations outstanding unless

adequate provision has been made for the payment or satisfaction

thereof. Upon termination of the existence of the authority, all of the

rights and properties of the authority then remaining shall pass to and

vest in the county in such a manner as prescribed by law.

5. It is hereby determined and declared, that the authority and the

carrying out of its powers and duties are in all respects for the

benefit of the people within the service area and the state for the

improvement of their health, welfare and prosperity and that such

purposes are public purposes and that the authority is and will be

performing an essential governmental function in the exercise of the

powers conferred upon it by this title.

6. Nothing in this title shall be construed to obligate the state in

any way in connection with the operations or obligations of the

authority.