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Executive Committee shall be subject to the general control, authorization, and • direction of the Board as may be provided from time to time. The Executive Committee shall oversee and be responsible for the day-to-day operation of the Academy, giving due consideration to the needs of the members for recruit and in-service training, and to maximize the benefits of available instruction in fixing the length and frequency of training, and to operate the Academy in an efficient and cost-effective manner. In connection with its duties the Executive Committee shall have the power to expend funds appropriated by the Board. B. CHAIRMAN AND LOCAL GOVERNMENT MANAGEMENT MEMBER — The Chairman of the Board shall serve as a member and as Chairman of the Executive Committee. One member of the Executive Committee shall be the chief executive or administrative officer ("government manager") of one of the Academy's Charter members, who shall serve a two-year term. The local government management member of the Executive Committee shall rotate each two (2) years and shall be selected by and from among the Charter member government managers in such manner as hereafter fixed by the By-laws. C. TERMS OF OFFICE, MEMBERSHIP, ETC. — As contemplated by Code § 15.2-1747 (E) and consistent with this Charter, the By-laws of the Academy shall establish: (i) the permanent composition, selection and terms of office of the members of the Executive Committee, (ii) procedures for the conduct of Executive Committee meetings, and (iii) such other limitations upon authority • of the Executive Committee as may be deemed desirable for the transaction of the Academy's affairs. D. QUORUM — A quorum shall consist of a majority of the members of the Executive Committee as hereafter fixed by the By-laws and then in office. E. VOTING — At all meetings of the Executive Committee, all questions shall be decided by a simple majority of votes, each member of the Executive Committee having one vote only. In case of an equality of votes, the Chairman shall have the deciding vote. SECTION 7. TERMINATION Termination of this cooperative endeavor shall occur only as provided in Section 3.13. In the event this Charter is terminated, payment and/or credit for furnishing and use of real property owned by a member shall be adjusted ratably to the date of termination. All property shall be scheduled and valued by or at the direction of the Board and distributed in kind to the Charter members, and the Board shall be responsible for establishing a plan of winding down the business affairs of the Academy in accordance with Virginia law. Such plan shall include, but not be limited to, the payment in full of all outstanding debts or other obligations of the Academy. Page 4 of 6