57.958.  Board of directors — powers and duties — election procedure — terms — expenses — annual report. — 1.  The general administration and the responsibility for the proper operation of the fund and the investment of the fund are vested in a board of directors of five persons.  Directors shall be elected by a secret ballot vote of the sheriffs of counties.  Directors shall be chosen for terms of four years from the first day of January next following their election, except that the members of the first board shall be appointed by the governor by and with the consent of the senate after notification in writing, respectively, by the sheriffs of eighty percent of the counties in the state, excluding the City of St. Louis and those counties of the first class having a charter form of government, that the sheriff has elected to come under the provisions of sections 57.949 to 57.997.  Upon completion of the appointment of the board, the governor shall declare the system established.  It shall be the responsibility of the initial board to establish procedures for the conduct of future elections of trustees and such procedures must be approved by a majority vote by secret ballot of the sheriffs of all the counties.  The board shall have all powers and duties that are necessary and proper to enable it, its officers, employees and agents to fully and effectively carry out all the purposes of sections 57.949 to 57.997.

  2.  The board of directors shall elect one of their number as chairman and one of their number as vice chairman and may employ an administrator who shall serve as secretary to the board.  The board shall hold regular meetings at least once each quarter.  Other meetings may be called as necessary by the chairman.  Notice of such meetings shall be given in accordance with chapter 610.

  3.  The board of directors shall retain an actuary as technical advisor to the board of directors.

  4.  The board of directors shall retain investment counsel to be an investment advisor to the board.

  5.  The board of directors shall arrange for annual audits by a certified public accountant.

  6.  The board of directors shall serve without compensation for their services as such; except that each director shall be paid for any necessary expenses incurred in the performance of duties authorized by the board.

  7.  The board of directors shall be allowed administrative costs for the operation of the system.

  8.  The board shall keep a record of its proceedings which shall be open to public inspection.  It shall annually prepare a report showing the financial condition of the system.  The report shall contain, but not be limited to, an auditor's opinion, financial statements prepared in accordance with generally accepted accounting principles, an actuary's certification along with actuarial assumptions and financial solvency tests.

  9.  Other provisions of law to the contrary notwithstanding, after the expiration of the terms of the board of trustees or directors holding office on July 11, 1991, the words "trustees" and "directors" meaning directors, as defined in section 57.949, the directors elected as successors to those directors holding office on July 11, 1991, shall be elected to staggered terms of four years each in the following manner:  two directors shall be elected for a two-year term with their successors being elected to four-year terms and three directors shall be elected for a four-year term.  The procedures for such elections and the designation of which terms will initially be two-year terms and which will be four-year terms shall be established solely by the board of directors of the sheriffs' retirement system.  Directors shall be elected by a secret ballot vote of the active sheriffs and members of the sheriffs' retirement system.  Beginning with the election of directors under the provisions of this subsection, at least one but not more than two of the directors shall be a retired member of the sheriffs' retirement system, except that any vacancies occurring on the board after all members have been duly elected shall be filled by the board and such appointed member shall serve until the next regularly scheduled election for such filled position.

  10.  Notwithstanding any provision of law to the contrary, any board member who was elected to the board as an active member representative and becomes a retired member of the system after such election shall, with the approval of the board, continue to serve on the board as an active member representative until the next regularly scheduled election for that position.