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frrii7411.- WASHINGTON STATE TRANSIT INSURANCE POOL I RISK MANAGEMENT IN MOTION <br /> 3 <br /> S 2629 12th Court SW I Oiympia,WA 98502 [ 360-786-1520 I WV va.wstip.org <br /> k. Invest funds. <br /> I. Provide administrative and financial services to its Members and others. <br /> Section 4. Board of Directors. <br /> a. The Pool shall be governed by its Board. <br /> b. Each Member shall appoint one representative and at least one alternate <br /> representative to the Board. <br /> c. If a representative is not able to attend a meeting of the Board, an alternate <br /> representative may attend and shall have the same authority as the representative. <br /> d. Representatives and alternates shall be officers or employees of the Member. <br /> e. The Board shall meet at least once each calendar year. <br /> f. The Board shall adopt an annual budget. <br /> g. The Board shall be chaired by its president or, if the president is not available, its <br /> vice president. <br /> h. Each representative or alternative shall have one vote. Voting by proxy is not <br /> permitted. Except as is specifically provided otherwise in this agreement, a majority <br /> of the representatives or alternates present at a meeting of the Board shall <br /> constitute a quorum and the majority of the quorum is sufficient to decide any matter. <br /> Section 5. Bylaws. The Board shall adopt bylaws which shall not be inconsistent with any <br /> part of this agreement. <br /> Section 6. Executive Director. The Board shall engage an executive director who shall be <br /> the chief executive officer of the Pool. <br /> Section 7. Officers. <br /> a. The Board shall elect officers. <br /> b. The officers shall include a president, vice president, secretary, and such other <br /> officers as authorized by the bylaws. <br /> c. Duties and terms of office of officers shall be as specified in the bylaws. <br /> Section 8. Committees. The Board may establish committees, both standing and ad hoc, <br /> from time to time as it deems appropriate. The composition and responsibilities of <br /> committees shall be specified by the Board. <br /> Section 9. New Members. <br /> a. The Board may approve the admission of new Members on terms and conditions as <br /> it deems appropriate. <br /> b. For admission, Members must have at least three-fourths affirmative vote of all <br /> representatives or alternates. <br /> c. Members must be local government public transit entities situated in Washington. <br /> d. Once approved for membership, a new fu?ember's admission to the Pool shall be <br /> memorialized by the nevi IVI mber signing copies cf this Intel-local Agreement and a!I <br /> amendments thereto. <br /> 2 <br /> 13 <br />