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Subject to Section 2.14 hereof and unless specifically provided otherwise in this Declaration of <br />Trust, any action of the Trustees may be taken at a meeting by vote of a majority of the Trustees <br />present (a quorum being present) or, if permitted by applicable Law, without a meeting, by written <br />consents of a majority of the Trustees. Any agreement or other instrument or writing executed by <br />one or more of the Trustees or by any authorized Person shall be valid and binding upon the <br />Trustees and upon the 4M Fund when authorized or ratified by action of the Trustees as provided <br />in this Declaration of Trust. <br />(b) Any committee of the Trustees may act with or without a meeting. A quorum <br />for all meetings of any such committee shall be a majority of the members thereof. Notice of such <br />meeting, including such notice as may be required by an "open meeting", 'Sunshine* or similar Law, <br />shall be given as provided in Section 9.2(a). Unless otherwise specifically provided in this <br />Declaration of Trust, any action of any such committee may be taken at a meeting by vote of a <br />majority of the members present (a quorum being present) or, without a meeting, by written <br />consent of a majority of the members. <br />(c) With respect to actions of the Trustees and any committee thereof, Trustees <br />who are affiliated within the meaning of Section 2.14 hereof or otherwise interested in any action <br />to be taken may be counted for quorum purposes under this Section 9.2 and shall be entitled to <br />vote. <br />(d) All or any one or more Trustees may, if permitted by applicable Law, partici- <br />pate in a meeting of the Trustees or any committee thereof by utilizing conference telephone or <br />similar communications equipment by means of which all persons participating in the meeting, <br />including members of the public, can hear each other and participate in a meeting pursuant to such <br />communications shall constitute presence in personal at such meeting. The minutes of any meeting <br />of Trustees held by utilizing such communications equipment shall be prepared in the same manner <br />,.. as those of a meeting of Trustees held in person. <br />9.3 Officers. The officers of the 4M Fund shall be the same as the officers of the League of <br />Minnesota Cities Board of Directors. The Executive Director of the League of Minnesota Cities <br />shalt act as the secretary of the 4M Fund. The Trustees may elect or appoint such other officers <br />or agents, who shall have such powers, duties, and responsibilities as the Trustees may deem to be <br />advisable and appropriate. <br />9.4 Qmm ittees. The Trustees may elect from time to time from their own number <br />committees consisting of one or more persons, the number composing such committees and the <br />powers conferred upon the same to be determined by vote of the Trustees. <br />9.5 Reports,. The Trustees shall cause to be prepared at least annually (i) a report of <br />operations containing a statement of assets and liabilities and statements of operations and of <br />changes in net assets of the 4M Fund prepared in conformity with generally accepted accounting <br />principles and (ii) an opinion of an independent certified public accountant on such financial <br />statements based on an examination of the books and records of the 4M Fund made in accordance <br />with generally accepted auditing standards. A signed copy of such report and opinion shall be filed <br />with the Trustees within ninety (90) days after the close of the period covered thereby. Copies of <br />such reports shall be mailed to all Participants of record within a reasonable period preceding the <br />annual election of Trustees. The Trustees shall, in addition, furnish to the \participants, at least <br />27 <br />RI <br />a <br />