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3.09 The Board may adopt from time to time policies, rules, and <br />regulations for the conduct of its administrative affairs and that of the ILJAOC as <br />may be required and consistent with this Agreement. <br />3.10 Where this Agreement requires an approval of a resolution by any <br />Member Agencies in any matter, the approval shall be evidenced by a certified <br />copy of the resolution or ordinance of the governing body of such Member Agency <br />filed with the ILJAOC. It shall be the responsibility of the Board to provide certified <br />copies of said actions. <br />3.11 On an annual basis, the Board shall elect two Board members to act <br />as Chair and Vice-Chair of the Agency for the purpose of conducting the Board <br />meetings and performing other duties as required. The Vice-Chair may carry out all <br />the duties of the Chair in his/her absence. <br />3.12 The Board shall appoint an officer or employee of a Member Agency <br />to hold the offices of Treasurer and Controller ('Treasurer/Controller"), whose <br />duties shall be in conformance with Government Code sections 6505 and 6505.5 <br />and whose salary, if any, shall be established by the Board. The <br />Treasurer/Controller shall also administer all contracts subsequent to the Board's <br />approval and shall contract with a certified public accountant to make an annual <br />audit of the accounts and records of the ILJAOC as provided in Government Code <br />section 6505. The annual audit shall be submitted to the Board and each Member <br />Agency when completed. The budget, covering a budget cycle set by the Board, <br />shall be prepared by the Treasurer/Controller for the approval by the Board. The <br />ILJAOC's investment policies shall be the policies of the Member Agency of the <br />TreasuredController as those may be modified by the Board of the ILJAOC. The <br />cost of the Treasurer/Controller in carrying out his/her duties, including, with <br />limitation, any outside professional services, shall be reimbursed by the ILJAOC. <br />3.13 The Board shall have the power to appoint/hire additional officers, <br />employees, or agents. Any officer, employee, or agent of the ILJAOC who is an <br />officer, employee, or agent of any of the Member Agencies will continue to be <br />subject to the Member Agency's personnel system. However, the ILJAOC may hire <br />s <br />