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<br />have no right to vote at any meeting, and the presence os- absence <br />of an ex-officio me.^'~er shall '-- <br />not ..~ ~.Gliuted sn determin~.ng <br />whether a quorum of the Reorganized Creditors' Committee is <br />present. <br />3. Meetings of Reoraanized Creditors' Committee. Thee <br />Reorganized Creditors' Ca~aanittee shall meet at such times and at <br />such places as the Reorganized Creditors' Committee shall <br />determine from time to time. The Reorganized Creditors' <br />Committee shall have the right to adopt, modify, and repeal rules <br />and bylaws regarding the calling of meetings, the manner in which <br />notice is given, the presence of a quorum, and other matters <br />affecting the internal governance of the Reorganized Creditors' <br />Committee. <br />Any member of the Reorganized Creditors' Committee may apply <br />to the Court for review or confirmation of any decision of the <br />Reorganized Creditors' Committee. <br />4. Duties and Responsibilities of Reoraanized Cred.'r~ors, <br />Committee. The business and affairs of each of the Reorganized <br />Debtors and their estates shall be governed under the direction <br />of the Reorganized Creditors' Committee, and the Reorgani:ed <br />Creditors' Committee shall be in lieu of any fozm or requ:lrements <br />of corporate governance dictated by applicable state law. None <br />of the Reorganized Debtors shall have a Board of Directors or <br />shareholders, nor shall any of the Reorganized Debtors have <br />officers except as the Reorganized Creditors' Committee sY~al.l <br />determine. <br />-2- <br />