Linda and Ken Lay Family Foundation Annual Meeting of the Board of Directors December 21, 2000 I. Call to Order The Board met at the home of Linda and Ken Lay in Houston, Texas. Directors present were: Linda P. Lay Robert R. (Beau) Herrold Kenneth L. Lay Mark K. Lay Elizabeth Ayers Lay Vittor T. David Herrold Robyn A. Herrold Lay Vermeil President Linda P. Lay served as Chairman and Kenneth L. Lay served as Secretary of the meeting. The Chairman called the meeting to order. II. Approval of lN5linutes On motion duly made by Mark K. Lay, seconded by Beau Herrold, and unanimously adopted, the Minutes of the last annual meeting on December 23, 1999 were accepted and approved. III. President's Report President Linda P. Lay reported on the Foundation's 2000 activities. The list of specific contributions is attached. IV. Vice President's Report Vice President Kenneth L. Lay reported on the financial condition of the Foundation. Christophe Vermeil added his report on the value of the foundation. As of November 30, 2000, the total value of the Foundation was $36,823,824.14 representing $320,899.24 in cash, $36,388,868.78 in marketable securities including 507,687 shares of Enron Corp. and$1 14,056.12 of other foundation assets. V. Executive Director's Report Executive Director Heather Herrold reported on the daily business of the Foundation, some specific activities, graphs and charts of the calendar year's contributions, and some of the scholarships that were awarded. LAY-G31 Q306 VI. Election of Board of Directors The Chairman proposed that each member of the existing Board be reelected for a one-year term. On motion duly made, seconded and unanimously adopted, the following directors were unanimously elected: NAME TERM Kenneth L. Lay One year Linda P. Lay One year Robyn A. Herrold Lay Vermeil One year Mark K. Lay One year T. David Herrold One year Elizabeth Ayers Lay Vittor One year Robert R. "Beau" Herrold One year VII. Officers The Chairman proposed to reappoint the following officers for the 2001 calendar year: NAME TIThE TERM Linda P. Lay President One year Kenneth L. Lay Vice President One year Holly Korman Secretary One year VIII. Other Business The next annual meeting of the Board will be held in December 2001 in Houston, although it wa~ 4~1~d that uu~ ui 1I1U[~ IIIV~L1flgS wuuld b~ held during ihe year to discuss contributions from the Foundation. - The Board voted to increase the Director's annual contribution allotment from $20,000 to $25,000. The Board also voted to match personal fund contributions of Directors between $500- $25,000. LX. Adjournment The meeting was adjourned at 8:00 pm. Respectfully submitted, Kenneth L. Lay, Recording Secretary LAY-G3l 0307 LINDA AND KEN LAY FAMILY FOUNDATION EIN 76-0454168 TAX PERIOD ENDED: 12/31/01 FORM 990-PF Supplemental Schedule of Information Part VIII, Line 1, Information About Officers, Directors, Trustees, etc. Name & Address Title Compensation Linda P. Lay Chairman, President -0- 2001 Kirby Dr. #1240 Director Houston, TX 77019 Kenneth L. Lay Vice President, Director -0- 2001 KirbyDr.#1'240 Houston, TX 77019 Holly H. Korman Secretary -0- 2001 Kirby Dr. #1240 Houston, TX 77019 Robyn Herrold Lay Vermeil Director -0- 2001 Kirby Dr. #1240 Houston, TX 77019 _____________________________________________________ Mark K. Lay Director -0- 2001 Kirby Dr. #1240 Houston, TX 77019 T. David Herrold Director -0- 2001 Kirby Dr. #1240 Houston, TX 77019 Elizabeth Ayers Lay Vittor Director -0- 2001 Kirby Dr. #1240 Houston, TX 77019 Robert R. Herroid Director 2001 Kirby Dr. #1240 Houston, TX 77019 LAy-G31 0308