Page 54 - Yucaipa Valley Water District

Director Memorandum No. 18-022 Page 8 of 22

Basin. The GC may adopt, promulgate, repeal, or revise further rules of debate, presentation of
motions, voting and proxies, process, or proceedings, as it may deem appropriate.

4.3 Quorum. A quorum of the GC shall consist of majority of the total Equitable
Allocation weighted votes among all voting members. In the absence of a quorum, no business
may be transacted beyond the adjournment of a meeting by the remaining members. For
efficiency, business may be discussed and action recommended for the consent calendar
ratification at the next regular meeting. A member shall be deemed present for the determination
of a quorum if the member is present at the meeting in person, or if they participate in the meeting
telephonically upon such rules and procedures as the GC may promulgate.

4.4 GC Voting Rights. Each voting member of the GC shall have its Equitable
Allocation weighted vote, as such may be revised from time to time either (a) pursuant to pre-
negotiated mechanisms for the adjustment of the Equitable Allocation, due to fluctuations in the
groundwater production or other criteria on which the initial Equitable Allocation is based, or (b)
by an eighty percent (80%) vote of the total Equitable Allocation voting weight held by all voting
members. Exhibit B indicates the voting rights of each party, and shall be modified periodically
as specified in the procedures included in Exhibit B.

4.4.1 Fiscal items, including but not limited to, approval of the annual
budget of the GC and any expenditures, shall require an affirmative vote by a supermajority
constituting eighty percent (80%) of all Equitable Allocation voting weight. To the extent the GC
may form groups which contain less than all members for projects where not all members are
participants, such committees will have an additional committee agreement identifying the
requirements of committee members, and voting requirements attending fiscal obligations of such
committees.

4.4.2 Any change in annual contributions necessary to support the work
of the GC shall require an affirmative vote by a supermajority constituting eighty percent (80%)
of all of all Equitable Allocation voting weight.

4.5 Minutes. The GC shall cause minutes to be kept of all meetings of the GC
and any appointed Standing Committees. The GC shall further cause a copy of draft minutes to
be forwarded to each member of the GC and to each Party and Ex Oficio member, which may be
done electronically, or by way of posting to a commonly available website or digital portal.

Yucaipa Valley Water District - February 6, 2018 - Page 54 of 175