--------------------------------------------------------- Resolution 2004-01-06.wta.1: improving quorum regulations --------------------------------------------------------- WHEREAS 1. the current rules with respect to quorum are per-meeting rather than per-vote which can lead to an undesirable low number of votes, 2. it is desirable to be able to vote when less than 2/3 of all members are present, THE BOARD RESOLVES THAT 3. the third paragraph of article four of the by-laws is replaced with these three paragraphs: A meeting is any event, occasion, or discussion where at least one vote is held among members of the board and sufficient members vote for that vote to be considered binding. There shall be no quorum requirement for a meeting to take place. However, no individual vote taken by the board may be binding without the participation of at least half the board members. If two-thirds of the board members participate, then a simple majority shall be required for passage, unless the item being voted on sets a higher requirement. If fewer than two-thirds of the board members participate, then unanimous approval of the members present with no abstentions shall be required. A board member will only considered as participating in a vote if he explicitly casts a vote or abstains on a specific issue. Votes may be conducted in any fair way the Board sees fit, provided it meets the above mentionned conditions.