Code of the District of Columbia

§ 2–1215.07. Board of Directors; officers; qualifications; expenses.

(a) The powers of each BID corporation shall be vested in a Board of Directors (“Board”). Board members shall include owners, or principals, agents, partners, managers, trustees, stockholders, officers, or directors of owners, and commercial tenants, and also may include residents, community members, and governmental officials; provided, that not less than a majority of all Board members shall represent owners.

(b) The initial Board of the BID corporation shall be the directors of the nonprofit corporation that submitted the BID application and that the Mayor designated as the BID corporation pursuant to § 2-1215.06. Within 120 days of the registration of the BID corporation, the members of the BID shall have the opportunity to nominate and elect the Board as provided in the BID articles of incorporation or bylaws.

(c) The Board and its officers shall have all the power and authority of nonprofit corporations established under District law, except to the extent specifically precluded by this subchapter. This power shall include, but not be limited to, the authority to accept donations or gifts of money and property, to apply for and receive grants from public and private sources, and to borrow money or issue bonds.

(d) No Board member, officer of the BID corporation, or any member shall be paid any salary or other remuneration for serving as such, but may be reimbursed for actual and reasonable out-of-pocket expenses incurred in the performance of such person’s duties in connection with the BID, except that an officer who also serves as the managing agent of the BID may receive compensation.

(e) Each Board may hire a managing agent to perform any or all of the Board’s nonfiduciary duties at a commercially reasonable rate and for such terms as the Board deems advisable. A managing agent shall not be a BID member or an affiliate of a BID member, but may be a property manager or asset manager of one or more of the properties located in the BID.

(f) The Board may employ other persons to assist in carrying out the functions of the BID corporation.