(a) The authority shall be governed by a board of directors. The board shall make policy, which shall be implemented.

(b) The membership of the board shall be as follows:

(1) A member of the county legislative body of Sumner County, Tennessee and Simpson County, Kentucky, chosen by their respective legislative bodies;

(2) The mayors of the cities of Portland, Tennessee and Franklin, Kentucky;

(3) A member of the city legislative bodies from the cities of Portland, Tennessee and Franklin, Kentucky chosen by the respective legislative bodies;

(4) A member of an industrial foundation board or equivalent, if one exists, from Portland, Tennessee and Franklin, Kentucky, as appointed by the respective boards;

(5) A commissioner or designee chosen by the board of commissioners of the Simpson County water district; and

(6) A commissioner or designee chosen by the board of commissioners of the Sumner County water authority.

(c)

(1) Each local governmental entity that is authorized to designate one (1) of its members for membership on the board shall designate the member by an appropriate resolution or ordinance.

(2) Each participating governmental entity shall adopt an appropriate resolution or ordinance, which shall state the intention of the local entity to participate in the authority. The resolution or ordinance shall also include a recitation of the participating entity's statutory authority for participation.

(3) The authority shall not convene or conduct business until the requirements of this subsection (c) have been met.

(d) Any elected official's or such elected official's designated alternate's position on the board shall run concurrent with the official's elected term.

(e) Any nonelected official shall have a term of four (4) years.

(f) If a vacancy occurs on the board, the position shall be filled in the same manner as set forth in the original appointment. A vacancy shall occur when any board member no longer meets the requirements for appointment to the board.

(g) The board shall meet annually at a time and place designated by the board. The time, place and date of this meeting shall be published in newspapers of general circulation in Sumner and Simpson counties at least seven (7) days prior to the meeting.

(h) The board at its annual meeting shall adopt or amend bylaws, if any, adopt an annual budget, elect officers and adopt any policies and work programs necessary for the operation of the authority and fulfillment of the purposes of the authority.

(i) Fifty percent (50%) of the membership of the board shall constitute a quorum for the conduct of the business of the authority.

(j) The act of fifty percent (50%) plus one (1) of all those voting shall be the act of the board for the execution of business.

(k) The board at its annual meeting shall elect as authority officers a chair, a vice chair, and a secretary-treasurer who shall serve terms of one (1) year. The chair shall alternate between members from Tennessee and Kentucky. When a member from one (1) of the states sits as chair, no more than one (1) other member from the state can sit as vice chair or secretary-treasurer.