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been lawfully calle.t;l or convened. The Trustees ma5' act with or, if permitted by applicable Law, without a meeting.~ A quorum for all meetings of the Trustees shall be a majority of the Trustees. Subject to Section ¢ 2.14 hereof and unless specifically provided otherwise in this Declaration of Trust, any action o~i' the Trustees may be taken at a meeting by vote of a majority of the Trustees present (a quorum being present) or, if permitted by applicable Law, without a meeting, by written consents of a majoiity of the Trustees. Any agreement or other instrument or writing executed by one or more of the Trustees or by any authorized Person shall be valid and binding upon the Trustees and upon ithe 4M Fund when authorized or ratified by action of the Trustees as provided in this Declaration of Trust. (b)' Any committee of the Trustees may act with or without a meeting. A quorum for all meetings of!any such committee shall be a majority of the members thereof. Notice of such meeting, including such notice as may be required by an "open meeting", "sunshine" or similar Law, shall be given as. provided in Section 9.2(a). Unless otherwise specifically provided in this Declaration of Trust, any action of any such committee ma), be taken at a meeting by vote of a majority of the ntembers present (a quorum being present) or, without a meeting, by written consent of a majority of the members. (c)_ With respect to actions of the Trustees and any committee thereof, Trustees who are affiliated Within the meaning of Section 2.14 hereof or otherwise interested in any action to be taken may b~ counted for quorum purposes under this Section 9.2 and shall be entitled to vote. (d) · All or any one or more Trustees may, if permitted by applicable Law, partici- pate in a meeting r>f the Trustees or any committee thereof by utilizing conference telephone or similar communical[ions equipment by means of which all persons participating in the meeting, including members ~f the public, can hear each other and parnmpate in a meeting pursuant to such communications sh~tI constitute presence in personal at such meeting. The minutes of any meeting of Trustees held b~ utilizing such communications equipment shall be prepared in the same manner as those of a meetir/g of Trustees held in person. 9.3 Officers. The Officers of the 4M Fund shall be the same as the officers of the Board of Directors~of the League of Minnesota Cities. The executive director of the League of Minnesota Cities sl~all act as secretary of the 4M Fund. The Trustees may elect or appoint, such other officers or a~ents, who shall have such powers, duties and responsibilities as the Trustees may deem to be ad-cisable and appropriate. 9.4 Cor~mjttees. The Trustees may elect from time to time from their own number committees consistiiag of one or more persons, the number composing such committees and the powers conferred ul~on the same to be determined by vote of the Trustees. 9.5 Repprts. The Trustees shall cause to be prepared at least annually (i) a report of operations containifig a statement of assets and liabilities and statements of operations and of changes in net assdts of the 4M Fund prepared in conformity with generally accepted accounting principles and (ii)Can opinion of an independent certified public accountant on such financial statements based o~ an examination of the books and records of the 4M Fund made in accordance with generally accel~ted auditing standards. A signed copv of such report and opinion shall be filed with the Trustees w~thm mnety (90) days after the close of the period covered thereby. Copies of such reports shall ~e mailed to all Participants of record within a reasonable period preceding the annual election of ffrustees. The Trustees shall, in addition, furnish to the \participants, at least quarterly, an interi¢ report containing an unaudited balance sheet of the 4M Fund as at the end of such quarterly perit~d and statements of operations and changes in net assets for the period from 27 3'7