140.982.  Organization, duties, and powers. — 1.  If a county establishes a land bank agency under subsection 1 of section 140.981, the members of the first board of directors of a land bank agency shall be appointed within ninety days after the effective date of the ordinance, resolution, or rule passed establishing such land bank agency.  If any appointing authority fails to make any appointment of a board member within the time the first appointments are required, the appointment shall be made by the county council.  The following requirements shall apply to the board of directors:

  (1)  The board of directors shall consist of seven members:

  (a)  Two of whom shall be appointed by the county executive, one of whom shall have professional expertise relevant to the land bank agency;

  (b)  One of whom shall be appointed by the member of the county council representing the district with the highest number of tax delinquent parcels.  Such board member shall maintain a primary residence within such district;

  (c)  One of whom shall be appointed by the member of the county council representing the district with the second highest number of tax delinquent parcels.  Such board member shall maintain a primary residence within such district;

  (d)  One of whom shall be appointed by consensus of the county executive and the president of the municipal league of the county; and

  (e)  Two of whom shall be resident representatives.  Resident representatives shall be appointed by a majority vote of the other board members, and each resident representative shall maintain a primary residence within one of the twenty municipalities containing the highest percentage of tax delinquent parcels;

  (2)  The term of office of a member shall be four years.  Each member's primary residence shall be in the county that has established the land bank agency.  Each member serves at the pleasure of the member's appointing authority, may be an employee of the appointing authority, and shall serve without compensation;

  (3)  No public officer shall be eligible to serve as a board member.  For purposes of this subdivision, "public officer" means a person who is holding an elected public office.  Any public employee shall be eligible to serve as a board member;

  (4)  The members of the board shall select annually from among themselves a chair, a vice chair, a treasurer, and such other officers as the board may determine and shall establish the officers' duties, as may be regulated by rules adopted by the board;

  (5)  The board shall establish rules and requirements relative to the attendance and participation of members in its meetings, regular or special.  Such rules and regulations may prescribe a procedure whereby, if any member fails to comply with such rules and regulations, such member may be disqualified and removed automatically from office by no less than a majority vote of the remaining members of the board, and that member's position shall be vacant as of the first day of the next calendar month.  Any person removed under the provisions of this subdivision shall be ineligible for reappointment to the board unless such reappointment is confirmed unanimously by the board;

  (6)  A vacancy on the board shall be filled in the same manner as the original appointment.  If any appointing authority fails to make any appointment of a board member within sixty days after any term expires, the appointment shall be made by the county council;

  (7)  Board members shall serve without compensation.  The board may reimburse any member for expenses actually incurred in the performance of duties on behalf of the land bank agency;

  (8)  The board shall have the power to organize and reorganize the executive, administrative, clerical, and other departments of the land bank agency and to fix the duties, powers, and compensation of all employees, agents, and consultants of the land bank agency;

  (9)  The board shall meet in regular session according to a schedule adopted by the board and also shall meet in special session as convened by the chair or upon written notice signed by a majority of the members.  The presence of a majority of total membership, excluding vacancies, shall constitute a quorum;

  (10)  All actions of the board shall be approved by the affirmative vote of a majority of the members of that board present and voting.  However, no action of the board shall be authorized on the following matters unless approved by a majority of the total board membership:

  (a)  Adoption, amendment, or repeal of bylaws and other rules and regulations for conduct of the land bank agency's business;

  (b)  Hiring or firing of any employee or contractor of the land bank agency.  This function may, by majority vote, be delegated by the board to a specified officer or committee of the land bank agency under such terms and conditions and to the extent that the board may specify;

  (c)  Adoption or amendment of the annual budget; and

  (d)  Sale, encumbrance, or alienation of real property, improvements, or personal property;

  (11)  The governing body of the county establishing a land bank agency may incur debt, including, without limitation, borrowing moneys and issuing bonds, notes, or other obligations to provide funding for the land bank agency;

  (12)  Members of a board shall not be liable personally on the bonds or other obligations of the land bank agency, and the rights of creditors shall be solely against such land bank agency; and

  (13)  Vote by proxy shall not be permitted.  Any member may request a recorded vote on any resolution or action of the land bank agency.

  2.  If a municipality establishes a land bank agency under subsection 1 of section 140.981, the ordinance, resolution, or rule, as applicable, may specify the following:

  (1)  The name of the land bank agency;

  (2)  The number of members of the board of directors, which shall consist of an odd number of members and shall be no fewer than five members nor more than eleven members;

  (3)  The initial individuals to serve as members of the board of directors and the length of terms for which the members are to serve; and

  (4)  The qualifications, manner of selection or appointment, and terms of office of members of the board.

  3.  A land bank agency may employ a secretary, an executive director, its own counsel and legal staff, technical experts, and other agents and employees, permanent or temporary, as it may require and may determine the qualifications and fix the compensation and benefits of such persons.  A land bank agency may also enter into contracts and agreements with political subdivisions for staffing services to be provided to the land bank agency by political subdivisions or agencies or departments thereof, or for a land bank agency to provide such staffing services to political subdivisions or agencies or departments thereof.