Bylaws

BYLAWS OF THE MID CITY SECURITY DISTRICT

Effective as of July 16, 2026.

ARTICLE I—NAME

This organization is created by Act 925 of the Regular Session of the 2008 Louisiana Legislature and amended by Act 767 of the Regular Session of the 2014 Louisiana Legislature, Act 346, of the Regular Session of the 2022 Louisiana Legislature and Act 162 of the 2023 Louisiana Legislature. La. Rev. Stat. Ann. §33:9091.14 (2023) (the “Act”), and shall be known as the Mid City Security District (hereinafter “MCSD”). The official business address is P.O. Box 731360, New Orleans, LA 70179.

ARTICLE II—PURPOSE

The MCSD was established for the primary object and purpose of promoting and encouraging security within the boundaries of the Mid City Crime Prevention District (“District”) within the City of New Orleans. The District is defined as having boundaries of Tulane Avenue (both sides), Interstate 10 (interior side), City Park Avenue (interior side), West Moss Street (interior side), Orleans Avenue (both sides) and N. Broad Street (both sides).

ARTICLE III—COMMISSIONERS AND OFFICERS

(A) Commissioners

1. The MCSD shall be governed by a board of Seven Commissioners, each of whom shall vote on matters brought before them (collectively “the Board”). All Commissioners shall be qualified voters and residents of the District. The seven Commissioners shall be appointed as set forth in La. Rev. Stat. Ann. §33:9091.14 (D)(1)(2023).

2. These Bylaws in no way proscribe or dictate the manner in which the neighborhood organizations or associations designated by law to appoint Commissioners select their Appointees, except as to dictate the requirement that any Commissioner must be a qualified voter and resident of the Mid City Security District, as required by La. Rev. Stat. Ann. §33:9091.14.

3. Each Commissioner appointed shall serve a three-year term, as provided by La. Rev. Stat. Ann. §33:9091.14.

4. As provided by La. Rev. Stat. Ann. §33:9091.14(D)(4), any vacancy which occurs prior to the expiration of the term for which a member of the board has been appointed shall be filled for the remainder of the unexpired term in the same manner as the original appointment. After the expiration of that term, Commissioners shall be eligible for reappointment for no more than two consecutive three-year terms. An ex-commissioner shall be eligible for reappointment to the Board two years from the date of expiration of their second three-year term.5. The Board shall elect from its members a Chair, a Vice Chair, a Secretary, a Treasurer, and such other officers as it may deem necessary. The duties of the officers are set forth in Article III (B), infra.

6. Commissioners shall hold office until their respective successors are appointed by the neighborhood organization or association which appointed that Commissioner. If the Board determines that a Commissioner is no longer eligible to serve as a Commissioner, by virtue of that person’s change in voter or residence status, the Board shall request, in writing, that the appointing organization or association name another person to complete the remaining term of the removed Commissioner.

7. The Board, by majority vote, may also determine that a Commissioner is no longer eligible to serve as a Commissioner due to a finding that the Commissioner is not carrying out his or her responsibilities. If the Board votes to remove such a Commissioner, that person will cease his/her affiliation and responsibilities with the Board immediately after removal by the Board. The Board shall further request, in writing, that the appointing organization or association name another person to complete the remaining term of the removed Commissioner.

8. In the case of a Commissioner which is appointed to the Board by their respective neighborhood organization or association pursuant to La. Rev. Stat. Ann. §33:9091.14(D)(4)(a), that Commissioner may be reappointed for two more three year terms after the partial term expires, as provided by La. Rev. Stat. Ann. §33:9091.14(D)(4)(b).

9. The Commissioners shall serve without compensation but may be reimbursed for reasonable out-of-pocket expenses directly related to the governance of the District.

(B) Officers

1. The Board shall elect Commissioners to serve as Officers at the second meeting of the calendar year, and each Officer shall serve a one-year term, although there is no term limitation, except for the Chair who shall serve for no more than two consecutive terms.

2. The Officers to be elected are Chairman (hereinafter “Chair”), Vice Chairman (hereinafter “Vice-Chair”), Secretary, and Treasurer, and the Officers will be selected from the currently serving Commissioners.

3. Duties of Officers:

a. Chair

The Chair shall, after consulting with the other Commissioners, professional consultants, and staff, if any, determine the Agenda for Board Meetings, carry out resolutions of the Board, unless the resolution directs that another Board member shall be responsible to carry it out, and shall have all other powers as conferredupon them by the Act or applicable law. The Chair shall preside over the conduct of all Board meetings when the Vicechair is absent. The Chair shall also have general and active management of the District, except as designated otherwise by statute or in these Bylaws, and shall oversee the activities of other Officers of the Board and the Commissioners of the Board, as they relate to the Board and the management of the District. The Chair shall have the responsibility for supervising the activities of all hired or contracted personnel, except where another Officer or Commissioner has been designated as having that responsibility by statute, resolution of the Board, or these Bylaws.

b. Vice-Chair

The Vice-Chair shall preside at Board Meetings, which shall include ruling on points of order raised by any Commissioner. When necessary, the Vice-Chair will perform other duties normally reserved for the Chair when the Chair is unable or refuses to do so. The Vice-Chair shall also fill any unexpired term of office in the absence of the Chair.

c. Secretary

The Secretary shall have the responsibility of keeping the minutes of all Board Meetings and recording all matters brought before the Board at each session. The Secretary shall also record all votes taken at the meetings and attest to the authenticity of documents and resolutions executed by or adopted for the benefit of the District. Before the following meeting, the minutes from the prior meeting shall be distributed among the Commissioners for them to be ratified at that next meeting. The Secretary shall have the responsibility of maintaining the minute books and archives of the district, and making them available for public inspection.

d. Treasurer

The Treasurer shall have care and custody of all of the funds and securities of the District, and shall deposit said funds in the name of the District in such bank accounts as the Board may, from time to time, determine. The Treasurer shall also be responsible for compiling and filing the appropriate financial statements in accordance with the Louisiana Local Government Budget Act, La. Rev. Stat. §39:1301, et seq., and in accordance with any other applicable state and localstatutes or authorities. The financial statement shall reflect all revenue collected and disbursements paid by the District. The Treasurer shall also prepare and submit to the Board an annual budget for the operation of the organization. Notwithstanding the above, the Treasurer, with the approval of a majority of the Board at a regular or special meeting, may also choose to delegate some of these duties to a financial or accounting professional (“Accounting Professional”), in which case, the Treasurer shall oversee the activities of the AccountingProfessional, and shall ensure that all funds are properly accounted for and properly deposited, that the budget is prepared timely and in accordance with the applicable law, and that financial statements are properly prepared and submitted.

4. In the event of any absence or disability of any Officer, or for any other reasons deemed sufficient by a majority vote of the Board, the Board may delegate one Officer’s duties or powers to any other Officer or Commissioner for a limited period of time, not to exceed six months. If the absence or disability extends beyond six months, the Board shall appoint another Commissioner to complete the term of that Officer.

5. Any Officer appointed by the Board may be removed with cause at any time by majority vote of the Board. If the office of any Officer becomes vacant for any reason, the Board shall appoint another Commissioner to serve as that Officer for the remainder of the unexpired term.

(C) Responsibilities and Powers of the MCSD Board of Commissioners

1. The MCSD, through the Board, shall have all powers and duties as set forth in the Act. In order to exercise those statutorily designated powers and perform those duties, the Board shall have the following Responsibilities and Powers:

a. The Board shall adopt such rules and regulations as it deems necessary or advisable for conducting business affairs;

b. The Board shall have the overall responsibility for the policies, management, and administration of the affairs of the MCSD. All Commissioners are obliged and committed to representing the total interests and needs of the MCSD, and shall demonstrate an affirmative, reasonable, and good faith obligation to the MCSD with respect to meeting attendance and committee participation, if any.

c. The Board may hire personnel or contract for services as necessary to administer the affairs of the MCSD, such as in Article III(B)(3)(d), upon majority vote by the Board.

d. The Board shall obtain and maintain liability and other insurance required for the MCSD, including but not limited to professional liability, police professional liability, and general liability insurance policies. The MCSD shall contract for and accept the burden of expense of such insurance, to be paid out of the funds collected for the benefit of the District.

e. The signature of two Commissioners, is required on any check payable from MCSD funds. However, this provision notwithstanding, by majority vote of the Board, the Board may delegate signatory authority to the Accounting Professional hired pursuant to Article III(B)(3)(d), supra. Even if such authority is granted, the signature of one Commissioner is still required on any check payable from MCSD funds along with that of the Accounting Professional.f. The Board may enter into contracts approved by a majority vote of the Commissioners. Upon such approval, any Commissioner may sign contracts as authorized by the Bylaws or by a majority vote of the Board.

g. The minute books and archives of the District shall be maintained by the Secretary of the Board for seven years.

h. Except where explicitly authorized by a resolution of the Board, proposed at a properly noticed meeting of the Board and passed by a majority of the Commissioners present, no Commissioner or group of Commissioners or Committee shall have the power or authority to speak on behalf of the MCSD board, in private or public. Violation of this may be grounds for a Commissioner’s removal for cause. This shall in no way limit any Commissioner from speaking for themself or giving their own opinion on any issue. Commissioners are encouraged to make this clear whenever responding to questions directed to them as a Commissioner, and to invite questioners to the next MCSD Board meeting.

(D) Committees

1. There shall be the following standing committees, each chaired by a separate

Commissioner:

a. Rules and Legislative;

b. Private Patrol and NOPD Contact and Oversight, of which the Chair or Vice- Chair shall be a member;

c. Property Management;

d. Crime Camera Management and Placement;

e. Task Force App Management;

f. Community Outreach;

g. Finance and Budgeting, which shall be chaired by the Treasurer.

2. There shall be such ad hoc committees as the Board may from time to time establish at a regular meeting by a majority vote of the Commissioners present. All ad hoc committees expire at the end of a calendar year, unless the resolution establishing the standing committee designates a different expiration date. This term may be extended by a majority vote of the Board.

3. There shall be no more than three Commissioners serving on any standing committee, and no less than one.

4. Committees may include persons who are not members of the Board.

5. Any action to be taken by a committee which requires the expenditure of MCSD revenues shall be approved by a majority vote of the Board.

(E) Indemnification

1. Each Commissioner shall be entitled to exculpation from liability and to indemnification by the District as set forth in the Act.

2.Without limiting the extent of the indemnification provided for in the Act, each Commissioner who is made a party or could reasonably be foreseen to be named a party to any action, suit, or legal proceeding, whether civil, criminal, administrative, or investigative (“Proceeding”), by reason of the fact that he or she, or a person for whom he or she is the legal representative, is or was a Commissioner for the District, or provided service for the District (such as the Accounting Professional) (“Indemnitee”), so long as the basis of the Proceeding is alleged actions or omissions taken in an official capacity as a Commissioner, Officer, employee, or agent, shall be indemnified and held harmless by the District to the fullest extent allowed by the law as presently existing or as it may hereinafter be amended (although in the case of any such amendment, only to the extent that such amendment permits the District to provide broader indemnification rights than the law permitted to the District at the time of these Bylaws), against any and all expenses, liability, and loss (including attorney’s fees, judgments, fines, amounts paid in connection with any arbitration or investigation, and amounts paid or to be paid in settlement) reasonably incurred or suffered by such person in connection therewith. Indemnitee’s rights hereunder shall be contract rights and shall include the right to be reimbursed by the District for expenses incurred in defending any such Proceeding on a monthly basis. However, the payment of such expenses incurred by an Indemnitee shall be made only upon delivery to the District of a statement of expenses in a form satisfactory to counsel for the District. Further, Indemnitee may be required to repay all amounts so advanced if it is ultimately determined that the Indemnitee is not entitled to be indemnified under this provision or otherwise.

ARTICLE IV—MEETINGS AND NOTICES

(A) Open Meetings Law. Rules and regulations of the Board relative to the notice and conduct of meetings shall conform to applicable law, including La. Rev. Stat. Ann. §42:12, regarding Open Meetings for Public Officials and all other applicable Louisiana laws.

(B) Frequency of Meetings. The Board shall meet a minimum of once per quarter per year and, by majority vote of the Commissioners, may meet more frequently as necessary. The Board may establish dates for regular meetings of the Board. Unless waived, written notice, stating the place, date, and time of each meeting and the general nature of the business to be considered, shall be given to each Commissioner no less than forty-eight hours prior to the meeting. Unless otherwise provided by law, such written notice may be delivered in person, by regular or express mail addressed to the Commissioner’s residential or business address, by facsimile transmission, or by email. Unless prohibited by law, any Commissioner may waive the notice requirement of this section.

(C) Quorum and Voting. 

A majority of the Commissioners shall constitute a quorum for the transaction of business. Each member of the Board shall have one vote and, unless otherwise provided by law or in these Bylaws, the vote of a majority of the Commissioners, present and voting, with a quorum present, shall be required to decide any question upon which the Board takes action. Commissioners must be present at a Board meeting to vote.

(D) Special Meetings.

In addition to regular meetings, special Board Meetings may be called by the Chair, Vice-Chair, or by the request of at least three of the Commissioners. Notice of such a meeting shall be given to each Commissioner no less than forty-eight hours prior to that special meeting, and public notice shall be posted in accordance with Louisiana law.

(E) Unless otherwise waived by the Board, the Board will make a presentation on the “State of the District,” at the beginning of each fiscal year. The date and location of the presentation is at the discretion of the Board.

ARTICLE V—ORDER OF BUSINESS

(A) The order of business of Board Meetings, whether they be regular or special, shall be as follows:

1. Roll Call

2. Approval of Minutes of the Prior Meeting

3. Financial Report

4. Report of NOPD Liaison

5. Report of any Private Security Company

6. Committee Reports, if any

7. Old Business

8. New Business

9. Public Questions, except that, as provided by La. Rev. Stat. Ann. §42:14, there shall be a public comment period prior to the vote for taking any action on an agenda item

10. Ending Announcements

(B) The order of business at the meetings shall be, to the best of the Board’s ability and within the proper time constraints, conducted pursuant to Robert’s Rules of Order, except as provided otherwise by these Bylaws or Louisiana law.

(C) Meeting agendas shall include the date, time, and place of the meeting. Discussions shall be limited to items on the agenda, except that, upon approval of two-thirds of the Commissioners present at a meeting, the Board may address a matter not included in the agenda, which shall be addressed as New Business.

(D) All comments and questions, whether by Commissioners or members of the public:1. Shall be relevant to Agenda Items or any action upon which a vote is to be taken as determined by the presiding Officer, and

2. Except for items 3, 4, 5 6, and 8 above, shall not exceed 5 minutes in length unless otherwise authorized by a majority vote of the Board.

ARTICLE VI—FISCAL YEAR

Subject to the Act, the fiscal year of the District shall begin on the first day of January each year.

ARTICLE VII- REPEAL AND AMENDMENTS OF BYLAWS

All Bylaws in effect are repealed and revoked upon the adoption of these Bylaws by the Board. Any proposed amendment to these bylaws may be adopted at a meeting by a majority vote of all Commissioners as long as a quorum is present.

ARTICLE VIII—MISCELLANEOUS

(A) In the event of a conflict between any part of these Bylaws and Louisiana law, that part of these Bylaws shall be null and void to the extent of the conflict.

(B) The parts of these Bylaws are severable, and if for any reason any part is null and void pursuant to paragraph (A) of this Article, or is otherwise unenforceable, said part shall be considered as not written. The remainder of these Bylaws shall remain valid and in full effect.