§ 1147-c. Sewer authority created. 1. A corporation known as the
Alfred, Almond, Hornellsville Sewer Authority is hereby created for the
purposes and charged with the duties and having the powers provided in
this title. The authority shall be a corporate governmental agency
constituting a public benefit corporation. The geographic boundaries of
the authority shall be all of the territory within the sewer districts
created by section eleven hundred forty-seven-b of this title. The
authority shall be governed by a board of directors consisting of eight
members, two of whom shall be appointed by the mayor of the village of
Almond, subject to the approval of the board of trustees of the village,
two of whom shall be appointed by the town board of the town of Alfred,
two of whom shall be appointed by the town board of the town of Almond
and two of whom shall be appointed by the town board of the town of
Hornellsville. One member of the authority from each town and village in
which the authority is wholly or partially located shall be an elected
member of the legislative body of such town or village and shall hold
office for a single term commencing on the date of their appointment and
expiring on the thirty-first day of December of the third year following
the first day of January after their appointment. Their successors shall
thereafter be appointed for full terms of three years. In the event any
such member ceases to hold office as elected member of the legislative
body of such town or village, such office shall become vacant and the
vacancy shall be filled in the same manner as the original appointment
for the remainder of the unexpired term. One member shall be appointed
by the mayor of Almond, subject to the approval of the board of
trustees, who shall serve a single term commencing on the date of
appointment and ending on the thirty-first day of December following the
first day of January of the second year after such appointment. His or
her successor shall be appointed for a full three year term. One member
shall be appointed by the town board of the town of Alfred for a single
term commencing on the date of the appointment and ending on the
thirty-first day of December following the first day of January of the
second year after such appointment. His or her successor shall be
appointed for a full three year term. One member shall be appointed by
the town board of the town of Almond to serve a single term commencing
on the day of appointment and ending on the thirty-first day of December
following the first day of January of the year after such appointment.
His or her successor shall be appointed for a full three year term. One
member shall be appointed by the town board of the town of Hornellsville
for a single term commencing on the date of the appointment and ending
on the thirty-first day of December following the first day of January
of the second year after such appointment. His or her successor shall be
appointed for a full three year term. Each chief executive officer shall
file with the secretary of state a certificate of appointment of any
member appointed or reappointed to the board of directors within thirty
days of the appointment or reappointment. Members of the board of
directors shall receive no compensation for their services but shall be
entitled to reimbursement of their actual and necessary expenses,
incurred in the discharge of their duties.

2. Any one or more of the members of the board of directors may be an
official or an employee of a municipality situated, wholly or partially
within the district. In the event that an official or an employee of
such municipality shall be appointed as a member of the board of
directors, acceptance or retention of such appointment shall not be
deemed a forfeiture of his or her municipal office or employment, or
incompatible therewith or effect his or her tenure or compensation in
any way.

3. No action shall be taken by the authority except pursuant to the
favorable vote of a majority of the members of the board of directors.
Six members of the board shall constitute a quorum. Notwithstanding the
presence of a quorum, no action shall be taken by the board of directors
at such meeting unless board members who were appointed by not less than
three different towns or villages wholly or partially within the bounds
of the authority are present.

4. The powers of the authority shall be vested in and shall be
exercised by the board of directors at a meeting duly called and held.
The board of directors may delegate to one or more of its members, or to
one or more of the officers, agents or employees of the authority, such
powers and duties as it may deem proper.

5. The officers of the authority shall consist of a chairperson,
treasurer, and secretary, who may, but need not be members of the board
of directors. The officers of the authority shall be appointed by the
board of directors. The board of directors may appoint and at its
pleasure remove an attorney and an engineer, which positions, in
addition to the officers above named, shall be in the exempt class of
the civil service, and such additional officers and employees as it may
require for the performance of its duties, fix and determine their
qualifications, duties, compensations and terms of office or tenure,
subject to the provisions of the civil service law and such rules as the
civil service commission may adopt and make applicable to the authority.
The authority may also from time to time contract for expert
professional services. The duties of the officers shall be as follows:

(a) Chairperson. The chairperson shall be the chief executive officer
of the authority and it shall be the responsibility of the chairperson
to:

(i) preside at all meetings of the board of directors and of the
officers;

(ii) manage the facilities, projects and construction of the authority
and to effectuate the decisions of the board of directors;

(iii) exercise supervision over the conduct of the officers and
employees of the authority;

(iv) report annually to the residents and businesses within the bounds
of the authority by publication once in a newspaper having general
circulation within the district that a report has been filed in the
office of the authority and in the offices of the clerks of the towns of
Alfred, Almond and Hornellsville and the village of Almond and is
available for public inspection; such report shall include but not be
limited to the following:

(1) a brief financial account on operations of the sewer system
including, but not limited to, sewer rates, total revenues and sources
of such revenues, operating and maintenance expenses, outstanding
indebtedness and interest on bonds and notes;

(2) the number of users of the sewer system by classification in the
event users are classified;

(3) the extensions made of the system in the previous year, if any;

(4) any actions taken to make any capital improvements to the system
including any extension of the system;

(5) the types of treatment to which the sewage is subjected before
leaving the treatment plant or plants;

(6) any compliance activities required by regulations of the
department of environmental conservation or the department of health or
any local health department and any instances of noncompliance;

(7) the present condition of the sewer system and any appurtenances
thereto and any significant actions, as determined by the authority, to
improve, extend or maintain the system;

(8) any special public services the authority provides during the
year;

(v) execute all contracts in the name of the authority;

(vi) institute, at the direction of the board of directors, all civil
actions in the name of the authority;

(vii) provide for the enforcement of all rules and regulations of the
authority and cause all violations thereof to be prosecuted;

(viii) sign orders to pay claims when authorized by the board of
directors;

(ix) sign checks in the absence or inability of the treasurer or
deputy treasurer, if any, when authorized by the board of directors; and
a certified copy of the resolution of the board of directors to that
effect shall be notice to the depository of such authorization;

(x) appoint, subject to the approval of the board of directors,
non-elected officers, counsel, accountants and other financial advisors,
engineers and other technical advisors;

(xi) employ, promote and discharge managers, supervisors and
employees; and

(xii) take all other reasonable and necessary actions to carry out his
or her office as the chief executive officer of the authority. If the
chairperson has not been appointed as a member of the board of directors
of the authority pursuant to this section, such chairperson shall be
deemed an ex officio member of the board of directors. Such status shall
not carry with it the right to vote on matters coming before the board
of directors nor shall the presence of such chairperson be counted for
the purpose of determining a quorum.

(b) Secretary. (i) The secretary shall be the recording and
corresponding officer of the authority and the custodian of the records
of the authority.

(ii) The secretary shall prepare and send required notices of all
meetings when directed to do so by the chairperson or by the written
request of four members who have specified the issues to be discussed at
the meeting.

(iii) In the absence or disability of the secretary, the chairperson
may appoint a temporary secretary.

(c) Treasurer. (i) The treasurer shall have custody of all moneys
belonging to the authority and keep accounts of all receipts and
expenditures in conformance with a uniform system of accounts formulated
and prescribed by the comptroller pursuant to section thirty-six of the
general municipal law.

(ii) The treasurer shall execute a bond, conditioned upon the faithful
performance of the duties of his or her office, the amount and
sufficiency of which shall be approved by the board of directors and the
premium therefor shall be paid by the authority.

(iii) The treasurer shall deposit within ten days after receipt
thereof, in the name of the authority, in one or more banks, and/or
trust companies, designated by the board of directors, all moneys
received by him or her.

(iv) The treasurer may sign checks with the facsimile signature of the
treasurer, as reproduced by a machine or device, when approved and
authorized by the board of directors.

(v) The treasurer shall pay out moneys from the authority treasury
only as authorized by the board of directors and by law. All such
payments, except as may be authorized by the board of directors for a
petty cash account, shall be by check.

(vi) The treasurer shall issue a report on the finances of the
authority at each regular meeting of the board of directors.

(vii) The treasurer shall file in the office of the authority, within
sixty days after the end of the fiscal year, a statement showing in
detail all revenues and expenditures during the previous fiscal year and
the outstanding indebtedness of the authority as of the end of the
fiscal year. The members shall within ten days cause to be published
once in a newspaper having general circulation within the district, a
notice that the financial statement has been filed and is available for
inspection or a summary of such statement in a form approved by the
comptroller, with an endorsement thereon that details thereof are on
file in the office of the authority.

6. The officers of the authority, other than members of the board of
directors, shall receive such compensation as may be determined by the
board of directors and shall be reimbursed for all necessary and actual
expenses incurred in connection with their duties as such officers and
in connection with carrying out the purposes of this title.

7. In addition to any powers granted to it by law, the governing body
of each of the towns and of the village wholly or partially within the
bounds of the authority, from time to time, may appropriate sums of
money to defray project costs or any other costs and expenses of the
authority. Subject to the rights of bondholders, each governing body may
determine if the moneys so appropriated shall be subject to repayment by
the authority to such towns and such village, and in such event, the
manner and time for such repayment.

8. It is hereby determined and declared that the authority and the
carrying out of its powers, purposes and duties are in all respects for
the benefit of the people of the municipalities within the bounds of the
authority and state, for the improvement of their health, welfare and
prosperity and that the said purposes are a public purpose and that the
authority is and will be performing an essential governmental function
in the exercise of the powers conferred upon it by this title.

9. (a) The mayor of the village of Almond and the supervisors of the
towns of Alfred, Almond and Hornellsville shall each, pursuant to the
authority granted to them by their respective governing boards, file on
or before March thirty-first of the year following the year in which
this title shall take effect, in the office of the secretary of state, a
certificate signed by such mayor or supervisor setting forth: the name
of the authority; the names of the members of the authority appointed by
the mayor of that village or by the town board of that town; and the
effective date of the authority. The authority shall be perpetual in
duration, except that if any such certificate is not filed with the
secretary of state on or before such date, then the corporate existence
of the authority shall thereupon terminate and shall thereupon be deemed
to be and shall be dissolved.

(b) Except as provided in paragraph (a) of this subdivision, the
authority and its corporate existence shall continue until terminated by
law, provided, however, that no such law shall take effect so long as
the authority shall have bonds or other obligations outstanding unless
adequate provision has been made for the payment or satisfaction
thereof. Upon termination of the authority, all facilities, rights and
property shall be disposed of as shall be agreed upon by all of the
members of the authority. In the event no such agreement can be reached,
the issue of the disposition of such facilities, rights and property
shall be submitted to arbitration in the manner provided by article
seventy-five of the civil practice law and rules.