Approved Minutes
Special Meeting of the Board of Directors
July 25, 2007

The Board of Directors (“Board”) of the Washington Materials Management and Financing Authority (the “Authority”) held a special meeting at 12:00 p.m. PDT on Wednesday, July 25, 2007, at the Headquarters of the Washington Department of Ecology in Lacey, Washington.

Directors Present:
Nick Ammann, Apple Computers
Mark Dabek, Re-PC
Kyle Holifield, Wal-Mart
Mary Jacques, Lenovo
John Swiderski, Deer Park Computer Sales and Service
Mike Watson, Dell Computers

Also Present Were:
Peter Lyon, Dept. of Ecology (Ex Officio)
David Nightingale, Dept. of Ecology
Susan St. Germain, Dept. of Community, Trade and Economic Development (Ex Officio)

Directors Absent:
Mark Bracking, PC Salvage
Brenda Mathison, Best Buy
Tim McGrady, LG Electronics
Mike Moss, Samsung
Doug Smith, Sony

Counsel Present:
Tyson Kade, Van Ness Feldman

1. Call to Order

John Swiderski, Chairperson, called the meeting to order at 12:15 p.m. A quorum of Directors was present.

2. Amendments to Bylaws

Discussion: The Board discussed the proposed amendments to the bylaws. The Board decided that each Director’s term of appointment shall last two years and that Directors may be reappointed after the completion of their terms.

On a motion duly made (Swiderski) and seconded (Dabek), it was:

VOTED to adopt the bylaws as amended, including a two year limit on term duration and no term limits.

The recorded vote was unanimous (6-0), and the motion carried.

Note: While a quorum existed during the meeting, the bylaws require two-thirds of the Directors in office to approve any amendments. Since the requisite number of Directors was not present, the amendments discussed during the meeting were not officially adopted.

3. Contract for Legal Representation

Discussion: The Board discussed the amended contract for Van Ness Feldman to provide the Authority with legal services.

On a motion duly made (Ammann) and seconded (Dabek), it was:

VOTED to approve the contract for legal representation.

The vote was unanimous (6-0), and the motion carried.

4. Procurement Process Requirements

Discussion: Peter Lyon reported on his discussion with Jack Ziegler of the Department of General Administration. Mr. Ziegler stated that the position of the Department of General Administration is that the Washington State procurement provisions do not apply to the Authority.

5. Insurance to Meet Loan Condition

Discussion: Peter Lyon reported that the Department of Ecology has offered to amend the loan agreement to require that the Authority get insurance coverage by September 1, 2007. John Swiderski reported that he contacted several insurance companies, and they declined to offer insurance to the Authority. Kyle Holifield offered to investigate other sources of insurance coverage.

6. Adjournment

The meeting was adjourned at 12:33 p.m.

Kyle Holifield
Secretary of the Board