Offshore Banking with a Swiss Bank Account and Nevis LLC

Quorum 51. (1) Unless a greater proportion is required by the articles of
action by the incorporation, a majority of the entire board present, in
board person or by proxy, at a meeting duly assembled, shall
constitute a quorum for the transaction of business or of
any specified item of business, except that the articles of
incorporation or the bylaws shall not require unanimity and
may fix the quorum at less than a majority of the entire
board but not less than one-third thereof.
(2) The vote of the majority of the directors present in
person or by proxy at a meeting at which a quorum is
present shall be the act of the board unless the articles of
incorporation require the vote of a greater number.
(3) A proxy shall be given in an instrument in writing
including a telegram, cable, telex or similar
teletransmission.
(4) Unless otherwise restricted by the articles of
incorporation or bylaws, any action required or permitted to
be taken at any meeting of the board of directors or of any
committee thereof may be taken without a meeting if all
members of the board or committee, as the case may be,
consent thereto in writing and the writing or writings are
filed with the minutes of the proceedings of the board or
committee.
(5) Unless restricted by the articles of incorporation or
bylaws, members of the board or any committee thereof
may participate in a meeting of such board or committee by
means of conference telephone, video, or similar
communication equipment by means of which all persons
participating in the meeting can hear each other, and
participation in a meeting pursuant to this section shall
constitute presence in person at such meeting.
(6) The articles of incorporation may contain provisions
specifying either or both of the following:
(i) That the proportion of directors that shall
constitute a quorum for the transaction of business
or of any specified item of business shall be greater
than the proportion prescribed by subsection (1) in
the absence of such provision but less than the total
number of directors; and
(ii) That the proportion of votes of directors that
shall be necessary for the transaction of business or
of any specified item of business shall be greater
than the proportion prescribed by subsection (2) in
the absence of such provision but less than the total
number of directors.
(7) An amendment of the articles of incorporation which
adds a provision permitted by subsection (6) or which
changes or strikes out such a provision, shall be authorized
at a meeting of shareholders by vote of the holders of twothirds
of all outstanding shares entitled to vote thereon, or
of such greater proportion of shares, or class or series of
shares, as may be provided specifically in the articles of
incorporation for adding, changing, or striking out a
provision permitted by subsection (6).