§ 702. Number of directors.

(a) The number of directors constituting the entire board shall be not
less than three. Subject to such limitation, such number may be fixed by
the by-laws or by action of the members or of the board under the
specific provisions of a by-law allowing such action, or by any number
within a range set forth in the by-laws. If not otherwise fixed under
this paragraph, the number shall be three.

(b) The number of directors may be increased or decreased by amendment
of the by-laws or by action of the members, or of the board under the
specific provisions of a by-law, subject to the following limitations:

(1) If the board is authorized by the by-laws to change the number of
directors, whether by amending the by-laws or by taking action under the
specific provisions of a by-law, such amendment or action shall require
the vote of a majority of the entire board.

(2) No decrease shall shorten the term of any incumbent director.