The Dispute Resolution Board Foundation Inc.

“ARTICLE XIII. AMENDMENT TO THE BYLAWSSection 1. Amendments. Amendments to the Bylaws may be proposed by any member in good standing. Such amendments shall be submitted in writing not later than sixty days prior to the Annual Meeting and shall be submitted to the Board of Directors.Section 2. Notification. Notice of any proposed change, after review for format by the Board of Directors, must be sent in writing to the membership not less than thirty days prior to the Annual Meeting. The notice shall include the proposed amendment, the reasons for the recommended change, and the recommendation of the Board of Directors for or against the proposed amendment. Amendments to the Bylaws require the affirmative vote of two-thirds of the members voting. Amendments will become effective immediately upon adoption unless the amendment itself otherwise provides.Section 3. Prohibited Amendments. No amendment shall be considered which would permit the Foundation to be operated for profit or for the enrichment of any person. No amendment shall be considered which is against the Articles of Incorporation.The Executive Board of Directors has reviewed the recommendations of the governance attorney and voted at the meeting on 11 April (or at an exceptional meeting held on xx April) to recommend their adoption to the membership. The Annual Meeting is now scheduled for (date). Members are invited to submit The Annual Meeting is now scheduled for (date). Members are invited to submit any questions about the recommended changes no later than (date), and the Executive Board will circulate all questions and responses to all members in advance of the close of the voting. The changes are summarized below, and the proposed version of the (Articles and) bylaws is attached. The current bylaws are also available for viewing at any time in the DRBF library, by following this link (insert link). Articles of Incorporation: Bylaws: General comment many minor word changes are for consistency and clarity and not considered substantial.1.Article II PURPOSE AND OBJECTIVES changes construction disputes to commercial disputes to allow for broader application of the DB process currently in practice and anticipated in the future. 2.Affiliated regional Dispute Board organization appears first under Article III. MEMBERSHIP, and later Article VIII. AFFILIATION OF REGIONAL DISPUTE BOARD ORGANIZATIONS. This terminology is not used within current DRBF operations, and doesnt accurately reflect the operations of Regions 1, 2 and newly planned Region 4. Language updated to reflect terminology and structure, and allow for partnering with an existing organization, as occurred with Region 3.3.Article III MEMBERSHIP lists the various membership levels. These have been renamed over the years, and could be changed again in the future to respond to changing conditions and regional variations. Further, as the individual categories dont have different rights, the language has been updated to be more generic.4.Article III MEMBERSHIP Section 10 references Rights of Membership. Recommended changes made to comply with Wisconsin law (Wis. Stat. 181.1602). 5.Revisions recommended to the Article IV. MEMBERSHIP MEETINGS AND VOTING to comply with Wisconsin law.6.Article IV. Section 6 Dues and Assessments has changes to conform with current practice.7.Article V. EXECUTIVE BOARD OF DIRECTORS article has proposed changes updated to meet the requirements under Wisconsin law for the sections related to notice for regular and special meetings and attendance (removal for failure to attend). 8.Article VI EXECUTIVE OFFICERS Sections 1 and 2, the election and terms clarified to conform with existing practice.9.New Article VIII REGISNATIONS AND TERMINATION OF MEMBERSHIP OR AFFILIATION updated to conform with Articles of Incorporation.10.Article X. COMMITTEES seemed unclear regarding Advisory Committees (current practice) and Committees of the Board. New language clarifies the types of committees.”

“The governing body is a 501 (c) organization in which its board members have the right to participate in the organization's governance but have no right to receive distributions of income or assets from the organization.”

“The Treasurer, Tom Peterson, and Executive Director, Ann Russo, under the duties of the Treasurer reviews and oversees the processing of the 990 form for the Executive Board of Directors of the DRB Foundation. The 990 form is available for review by any Officer, Director or Member of the DRB Foundation.”

“No documents available to the public.”