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13128-01 JHHW:BDQ:kIa 03/06/96 04/29/96 • 05/30/96 06/03/96 COUNTYWIDE PUBLIC FINANCING AUTHORITY RESOLUTION NO.96-2 A RESOLUTION FIXING TIME AND PLACE FOR REGULAR MEETINGS AND PROVIDING THE MANNER IN WHICH SPECIAL MEETINGS OF THE AUTHORITY MAYBE CALLED, ADOPTING BYLAWS, ADOPTING A CONFLICT OF INTEREST CODE, ESTABLISHING A SEAL FOR THE AUTHORITY, DIIZECTING THE FILING OF A NOTICE OF FORMATION WITH THE SECRETARY OF STATE, DESIGNATING AN OFFICIAL MEETING ADDRESS, AND ESTABLISHING THE ORDER OF BUSINESS AND RULES FOR ITS PROCEEDINGS RESOLVED by the Board of Directors (the "Board") of the Countywide Public Financing Authority (the "Authority"), as follows: Section 1. Regular Meetings. The regular meetings of the Board shall hereafter be held annually on the second Wednesday of June at the hour of 9:30 o'clock A.M. If any regular meeting falls on a holiday, such regular meeting shall be held on the next business day at the same hour. • Section 2. Special Meetings. Special meetings of the Board shall be held upon call of the Chairman of the Board, or by a majority of the members thereof, by delivering personally or by mailed written notice to each member, and to each local newspaper of general circulation, radio or television station requesting notice in writing. Such notice shall be delivered personally or by mail and shall be received at least twenty-four (24) hours before the time of such meeting as specified in the notice. Such written notice maybe dispensed with as to any member who at or prior to the time the meeting convenes files with the Secretary of the Authority a written waiver of notice. Such waiver may be given by telegram. Such written notice may also be dispensed with as to any member who is actually present at the meeting at the time it convenes. Such call and notice shall specify the time and place of the special meeting and the business to be transacted. No other business shall be considered at such meeting. Section 3. Meeting Place. All meetings of the Board shall be held at the regular meeting place of the Authority, unless the Board shall adjourn to or fix another place of meeting in a notice to be given thereof, or unless prevented by flood, fire or other disaster. Said regular meeting place is hereby fixed and established as the 20 Civic Center Plaza, Santa Ana, CA 92701. Section 4. Order of Busine s. The order of business at the regular meetings of the Board shall be as from time to time determined by the Board. Section 5. Rules of Proceedin s. (a) Public Meetings. All legislative sessions of the Board, whether regular or special, shall be open to the public. (b) Quorum. A majority of the members of the Board shall constitute a quorum for the transaction of business.