W. Va. Code R. § 112-19-7

Current through Register Vol. XLI, No. 45, November 8, 2024

Section 112-19-7 - Officers

7.1. The State Treasurer shall be the Chairman of the Board. The Board shall appoint a Secretary and may elect or appoint any other officers as it considers necessary.

7.2. One person may hold more than one office on the Board, except that the same person may not serve as Chair and Secretary. No officer shall execute, acknowledge, or verify any instrument in more than one capacity, if such instrument is required by law or the Bylaws to be executed, acknowledged, verified, or countersigned by two or more officers.

7.3. Chair

7.3.1. The Chair shall be the principal executive officer of the Board and, subject to the control of the Board, shall supervise and control the business, operations, transactions, and other matters of the Board. He or she shall, when present, preside at all meetings of the Board, and perform all duties incident to the office of the Chair.

7.3.2. As Chair, the duties include, but are not limited to, negotiating and signing any contract or other document or instrument which the Board has authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Board to another person, or shall be required by law to be otherwise signed or executed; providing personnel from the STO to act as staff for the Board and taking all necessary actions in connection with personnel-related matters; obtaining all necessary goods and services needed for operation of the Program; representing the Board; and performing such duties as may be required by his position or as prescribed by the Board.

7.4. The Chair shall appoint a Secretary for the Board, who may be a board member or an employee of the STO.

7.5. The Secretary shall:

7.5.1. Prepare the minutes of each board and committee meeting and make them available within a reasonable time to the public and the media;

7.5.2. Ensure the minutes reflect the purpose, date, time, and place of the meeting and the name of each member who was present and who was absent;

7.5.3. Keep the minutes of the proceedings of the Board in a secure and permanent paper or electronic format, along with copies of all documents distributed at the meetings; and provide copies of the minutes to the members;

7.5.4. See that all notices are duly given in accordance with the provisions of these bylaws or as required by law;

7.5.5. Be custodian of the books, records, and other property of the Board;

7.5.6. Keep all records and files of the Board open to the inspection of each board member and the public in accordance with the West Virginia Freedom of Information Act;

7.5.7. Attest to the books, records, proceedings, documents, and resolutions of the Board;

7.5.8. Certify, when necessary and when authorized, the books, records, proceedings, documents, and resolutions of the Board;

7.5.9. Attest to the signature of any officer of the Board; and

7.5.10. In general, perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him or her by the Board or by the Chair.

7.6. Any officer or agent may be removed by the Board, with or without cause. Election or appointment of an officer or agent shall not create contractual rights.

7.7. A vacancy in a board-appointed office may be filled by the Board at a regular or special meeting for the unexpired portion of the term.

W. Va. Code R. § 112-19-7