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Article XI

ACTION BY CONSENT; PARTICIPATION BY TELEPHONE

Section 1. Written Consent.
Any action taken without a formal meeting by the required majority of the Directors shall constitute the official action of the Board, and shall be binding on the Forum, if a written consent to such action is signed by all the Directors and filed as part of the official minutes of the meetings of the Board, whether such consent is signed and dated before or after the action so taken.

Section 2. Participation.
Any one or more Directors or members of a committee may participate in a meeting of the Board or committee by means of a conference telephone or similar communications device which allows all persons participating in a meeting to hear each other and such participation in a meeting shall be deemed presence in person at such meeting.