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SMITHSONIAN INSTITUTION
PROCEEDINGS OF THE BOARD OF REGENTS
May 5, 1986

[[underlined]] SUMMARY OF PROCEEDINGS [[underlined]]

[[underlined]]Proposed Amendment to the Bylaws of the Board of Regents [[/underlined]]

The following amendment to the Bylaws was adopted:

Section 2.10 [[underlined]] Disclosure [[/underlined]]:

A member of the Board of Regents shall disclose in writing to the Executive Committee any financial transaction or business dealing with the Institution in which such member has a direct involvement.

[[underlined]] Report of the Executive Committee [[/underlined]]

The Executive Committee of the Board of Regents met on Wednesday, April 9 to discuss and approve the proposed agenda for the May 5 meeting of the Board. In order to have a duly appointed chairman in place by the April 17 meeting of the Investment Policy Committee, the Executive Committee, acting on behalf of the Board of Regents, expressed approval for the appointment of Barnabas McHenry as a member and chairman of the Investment Policy Committee.

Murray Gell-Mann had disclosed in writing that he is a stockholder and member of the Board of Directors of AeroVironment, Inc., a California firm which has contracted with the Smithsonian and S.C. Johnson & Son, Inc., for the development of the mechanical model of a prehistoric flying reptile know as the [[underlined]] Quetzalcoatlus northropi [[/underlined]]. The Executive Committee noted that, if Dr. Gell-Mann were to abstain from any substantive discussions of the [[underlined]] QN [[/underlined]] and related activities, or commitments regarding it, while having a direct interest in AeroVironment, Inc., and serving as a member of the Board of Regents, said abstention would assure that there would be no conflict of interest, real or apparent.

In his oral presentation to the Committee, Mr. Adams discussed a variety of matters which he said he would raise in detail for the May 5 meeting of the Board. The Committee had an extensive discussion of the policy on the use of trust funds (see item below). In anticipation of continued dialogue on this matter at the Board meeting on May 5, the Committee recommended that the Secretary and his staff should carefully resist mounting pressures to shift federal programs and activities to the Institution's limited trust fund resources. In a related discussion, the Committee reviewed the revised [[underlined]] Five-Year Prospectus, Fiscal Years 1987-1991 [[/underlined]] and, as authorized by the Regents at their January 27, 1986 meeting, approved its distribution.