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rights and privileges of the Delegate, including the right to be couutcd ill constituting a quorum, to <br />participate in the proceedings of the Board, acid to vote upon any and all matters. No alternate <br />may, have more thaul one vote at any meeting of the Board, and auiy Member's designation of art <br />alternate sliall be delivered ill iuiting (which may be by electronic nail) to die Authority and shall <br />be effective until such alternate is replaced by his or her governing body or is uo louger a <br />Supervisor, unless otherwise specificd in such appoinwiew. Any vacancy sltall lie tilled by [he <br />governing body of the Member in the sa nic mauuner provided in this paragraph c.. <br />d. Arty person who is riot a member of the governing body of a Member and who <br />attends a mectin g on behalf of such Member may not vote or be counted toward a quorum but <br />may, at the discretiou of rte Chair, participate in open tuectings he or site attends. <br />C. Each Associate Member may desigtlate a non- voting representative to tine Board <br />who may not be counted toward a quorum but who may attend open neetings, propose agenda <br />items and otherwise participate in Board Meetings. <br />C Delegates shall not receive compensation for serving as Delegates, but may claim <br />uxl receive reimbursement for expenses actually incurred in coumetion with such service <br />pursuant to ides approved by the Board and subject to [lie availability of funds. <br />g. The Board sltall have the power, by resolution, to the extcut permitted by the Act <br />or auy other applicable law, to exercise airy powers of the Authority uxl to delegate ally of its <br />functions to the Executive Committee or one or more Delegates, officers or agents of the <br />Authority, and to cause any autiorimd Delegate, officer or agent to take any actions urd execufc <br />ury documents for and in tie name and on behalf of the Board or die Authority. <br />li. The Board may establish such committees as it deems necessary for tiny lawful <br />purpose; such committees are advisory only and may not act or purport to act on behalf of die <br />Board or the Authority. <br />i. Tlic Board shall develop, or cause to be developed, and reviciw, modify as <br />necessary, acid adopt each Program. <br />8. Meetings of the Board <br />a. The Board shall meet at least once annually, but may meet more frequently upon <br />call of any officer or as provided by resolution of the Board. <br />h. Meetings of the Board shall be called, noticed, held and conducted pnrsuaut to the <br />provisions of the Ralph M. Brown Act, Chapter 9 (commcuciug iwith Section ri L950) of Paut I of <br />Division 2 ofTitle 5 of the Government Code of tie State of California. <br />C. The Secretary of the Authority shall cause minutes of all meetings of the Board to <br />be taken and distributed to each Member as soon as possible after each meeting. <br />d. The lesser of twelve (12) Dclegtltes or a majority of' the number of current <br />Dclegates sltall coustitute a quorum for tnuusacting busiucss at auy meeting of the Board, except <br />