EDC board reviews proposed bylaw changes to clarify management roles; debate centers on president’s authority and director role
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Summary
The City of Cleveland Economic Development Corporation reviewed proposed bylaw revisions that would shift some executive functions from the elected president to board-authorized management and clarify the corporation’s relationship with city staff.
The City of Cleveland Economic Development Corporation reviewed proposed revisions to its bylaws that would reallocate certain executive functions and add language clarifying management, ex officio members and the relationship with city staff.
EDC Director Emilio Livarrio walked the board through redlines to Article 4 (officers and management). He said the change would move certain executive and managerial powers out of the historic presidential language and vest the board with the authority to “provide general or limited special power and authority to the officers and employees of the corporation” under a new section 4.1. The proposed language also adds section 4.09 to define ex officio, non-voting members and section 4.11 to allow the corporation, with council approval, to contract with the city for full- or part-time employees.
Board members raised concerns about the practical effect on the president’s ability to act without convening the full board. Michael Buckley said the president’s role historically served as a conduit for decisions when other members were not available. Other members, including Chuck Thompson and Miss Clark, emphasized the need for clarity: Thompson asked whether the president would remain authorized to sign contracts or serve as the board’s spokesperson in urgent matters; Clark said the language currently still allows the president to execute contracts “where the power is expressly delegated to another officer.”
Livarrio proposed resolving the point through a separate resolution that could, for example, state the president will act in the director’s absence until a new director is appointed. The board directed staff to refine the redlines to make the allocation of executive and interim authority clearer and to return with updated language at the June meeting. The changes were discussed but not adopted; the board scheduled further review and possible vote in June when a fuller quorum is expected.
No formal bylaw amendments were adopted at the meeting. The board moved the discussion to a future meeting after asking staff and city counsel to draft clearer language on interim executive authority.

