(a) Except as provided by Subsection (a-1), the governing body of an authority is a board of directors consisting of representatives of each county in which a transportation project of the authority is located or is proposed to be located. The commissioners court of each county that initially forms the authority shall appoint at least two directors to the board. Additional directors may be appointed to the board at the time of initial formation by agreement of the counties creating the authority to ensure fair representation of political subdivisions in the counties of the authority that will be affected by a transportation project of the authority, provided that the number of directors must be an odd number. The commissioners court of a county that is subsequently added to the authority shall appoint at least one director to the board. The governor shall appoint one director to the board who shall serve as the presiding officer of the board and shall appoint an additional director to the board if an appointment is necessary to maintain an odd number of directors on the board.
(a-1) To be eligible to serve as director of an authority created by a municipality an individual:
(1) may be a representative of an entity that also has representation on a metropolitan planning organization in the region where the municipality is located; and
(2) is required to be a resident of Texas regardless of whether the metropolitan planning organization’s geographic area includes territory in another state.

(b) The appointment of additional directors from a county subsequently added to an authority or from a county of an authority that contains an operating transportation project of the authority shall be by a process unanimously agreed to by the commissioners courts of all the counties of the authority.
(c) Directors serve two-year terms, with as near as possible to one-half of the directors’ terms expiring on February 1 of each year.
(d) If six-year terms are permitted under the constitution of this state, one director appointed to the initial board of an authority by the commissioners court of a county shall be designated by the court to serve a term of two years and one director designated to serve a term of four years. If six-year terms are not permitted under the constitution, one director appointed to the initial board of an authority by the commissioners court of a county shall be designated by the court to serve a term of one year and one director designated to serve a term of two years. If one or more directors are subsequently appointed to the board, the directors other than the subsequent appointees shall determine the length of the appointees’ terms, to comply with Subsection (c).
(e) If a vacancy occurs on the board, the appointing authority shall promptly appoint a successor to serve for the unexpired portion of the term.
(f) All appointments to the board shall be made without regard to race, color, disability, sex, religion, age, or national origin.
(g) The following individuals are ineligible to serve as a director:
(1) an elected official;
(2) a person who is not a resident of a county within the geographic area of the authority;
(3) a department employee;
(4) an employee of a governmental entity any part of which is located within the geographic boundaries of the authority; and
(5) a person owning an interest in real property that will be acquired for an authority project, if it is known at the time of the person’s proposed appointment that the property will be acquired for the authority project.
(h) Each director has equal status and may vote.
(i) The vote of a majority attending a board meeting is necessary for any action taken by the board. If a vacancy exists on a board, the majority of directors serving on the board is a quorum.
(j) The commission may refuse to authorize the creation of an authority if the commission determines that the proposed board will not fairly represent political subdivisions in the counties of the authority that will be affected by the creation of the authority.