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Operating Procedures for Corporate Standards Working Groups

1. Preface
2. Amendments to These Procedures
3. Hierarchy
4. Fundamental Principals of Operation
5. Legal Accountability
  5.1 Indemnification
6. Working Group Responsibilities
  6.1 Working Group Constitution
7. Officers
  7.1 Election of Officers
  7.2 Temporary Appointments to Vacancies
  7.3 Removal of Officers
  7.4 Responsibilities of Working Group Officers
    7.4.1 Chair
    7.4.2 Vice-Chair
    7.4.3 Secretary
    7.4.4 Treasurer
8. Working Group Membership
  8.1 Overview
  8.2 Working Group Voting Membership Status
  8.3 Subgroups of the Working Group
9. Working Group Member Roster
9. Voting
  10.1 Actions Requiring Approval by a Majority of the Working Group Membership
  10.2 Actions Requiring Approval by Two-Thirds of the Working Group Membership
  10.3 Proxy Voting
  10.4 Voting Between Meetings
  10.5 Quorum
11. Meetings
  11.1 Conduct
12. Appeals
13. Communications

 

1. Preface

This clause may be modified.

In today's technological environment, standards play a critical role in product development and market competitiveness. Responsibility for how a standard evolves begins in the working group. Every input, behavior, and action has both a contributory and a potential legal consequence. These procedures help protect working group member entities and their representatives and the IEEE by establishing the necessary framework for a sound standardization process.

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2. Amendments to These Procedures

This clause shall be included and shall not be modified.

These operating procedures outline the orderly transaction of business by the Working Group. The working group may amend these procedures with the approval of its Sponsor and by informing the IEEE-SA Corporate Advisory Group (CAG). The Sponsor may amend these procedures, after which they shall inform the IEEE-SA Corporate Advisory Group (CAG) of the changes. Amending in this context means that material in these procedures may be modified as long as that clause is not indicated as one that cannot be changed. It is strongly recommended that all subjects included in these procedures be addressed by the working group or Sponsor. (See also clause 10.)

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3. Hierarchy

This clause shall be included and shall not be modified except to identify the specific procedures of the Sponsor by name.

The latest versions of several documents take precedence over these procedures in the following order:

New York State Not-for-Profit Law
IEEE Certificate of Incorporation
IEEE Constitution
IEEE Bylaws
IEEE Policies
IEEE Board of Directors Resolutions
IEEE Standards Association Operations Manual
IEEE-SA Board of Governors Resolutions
IEEE-SA Standards Board Bylaws
IEEE-SA Standards Board Operations Manual
[IEEE Sponsor Entity Standards Operating Procedures]

Robert's Rules of Order (Revised) will be followed for parliamentary matters not discussed in this document or in superior documents.

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4. Fundamental Principles of Operation

This clause shall be included and shall not be modified.

For the development of standards, openness and due process must apply, which means that any entity, as defined in subclause 6.1, with a direct and material interest who meets the requirements of these procedures has a right to participate by:

1) Attending working group meetings
2) Becoming a member of the working group
3) Becoming an officer of the working group
4) Expressing a position and its basis,
5) Having that position considered, and
6) Appealing if adversely affected.

Due process allows for equity and fair play. In addition to openness, due process requires balance, i.e., the standards development process should have a balance of interests and should not be dominated by any single interest category. IEEE due process also requires a consensus of those parties interested in the project. Consensus is defined as a majority agreement, but not unanimity.

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5. Legal Accountability

This clause shall be included and shall not be modified.

The working group shall
a) Abide by all intellectual property policies of the IEEE, including those for patents, trademarks, and copyright.
b) Conduct a call for patents at the start of each meeting.
c) Avoid discussions that could result in an antitrust action.

If health, safety and environmental issues are raised in the standards document developed by the working group, the chair will inform IEEE Standards staff to ensure that the appropriate review of these clauses is fulfilled.

Working group entity representatives should always consider the IEEE Code of Ethics when taking action.

5.1 Indemnification

This clause shall be included and shall not be modified.

IEEE Bylaw I-300.3 discusses the IEEE policies for indemnification, which participants are expected to read and be familiar with. Entity representatives must be included in the working group roster to be recognized as a duly authorized participant in IEEE standards development activities.

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6. Working Group Responsibilities

This clause may be modified.

The working group shall

a) Complete the project from Project Authorization Request (PAR) approval to IEEE-SA Standards Board approval within 12 to 24 months as specified by the PAR
b) Provide a business rationale for the development of the standard, explaining the business needs for the standard and what the standard will fulfill for industry and the general public
d) Submit to the Sponsor any required documentation by the Sponsor, for example, a project schedule or a monthly status report
e) Notify the Sponsor when the draft is ready to begin IEEE Standards Sponsor ballot
f) Schedule meetings (in person or electronic) as appropriate, based on an agenda distributed at least 14 calendar days prior to the meeting
g) Obtain funding to cover dedicated support from the IEEE Standards Association, when desired, to expedite the standards development process
h) Use the IEEE Standards document template format

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6.1 Working Group Constitution

This clause shall be included and shall not be modified.

Each entity shall pay the entity project participation fee determined by the IEEE Standards Association in order to be eligible for voting membership in the working group. There shall be at least three voting members in the working group during the life of the project.

Each designated and alternate voting representative (see 8.1) can vote for only one entity; no one individual can be the voting representative for more than one entity except for a temporary proxy vote. Each representative shall declare what entity he or she represents and that their voting shall be independent of any other entity.

The following qualify as entity members of the working group:

— Corporation: An entity that has a controlling body, such as a Board of Directors, that does not report to another controlling body. Except for purposes of casting an instructed vote for a consortium, vendor-specific user group, professional society, or another standards-developing organization, in order to be a voting member, each corporation’s representative shall declare that the interests of that corporation are not knowingly represented by another member of the working group and that the corporation is not knowingly funding directly or indirectly the participation of another person in that working group for the purposes of influencing the outcome of votes.

Government agency or subdivision: An entity that reports to its parent or executive, legislative, or judicial branch of a government. Except for purposes of casting an instructed vote for a consortium, vendor-specific user group, professional society, or another standards-developing organization, in order to be a voting member, each agency’s representative shall declare that the interests of that agency are not knowingly represented by another member of the working group and that the agency is not knowingly funding directly or indirectly the participation of another person in that working group for the purposes of influencing the outcome of votes.

Partnership or association: An entity comprised of two or more principal members. Except for purposes of casting an instructed vote for a consortium, vendor-specific user group, professional society, or another standards-developing organization, in order to be a voting member, each partnership or association shall declare that it does not represent the interests of another person of any type participating in that working group for the purposes of influencing the outcome of votes. Any partnership or association that cannot make such a declaration shall not be able to be a voting member of the working group.

—  Consultant: An entity whose principal source of revenue is derived from providing consulting services for other institutions. Except for purposes of casting an instructed vote for a consortium, vendor-specific user group, professional society, or another standards-developing organization, in order to be a voting member, each consultant shall declare that it does not represent the interests of another person of any type participating in the working group or that its participation is not funded directly or indirectly by any person already participating in that working group for the purposes of influencing the outcome of votes. Any consultant that cannot make such a declaration shall not be able to be a voting member in the working group.

—  Academic institution: An educational entity that has a controlling body, such as a Board of Regents or a Board of Governors. Except for purposes of casting an instructed vote for a consortium, vendor-specific user group, professional society, or another standards-developing organization, in order to be a voting member, each institution’s representative shall declare that the interests of that institution are not knowingly represented by another member of the working group and that the institution is not knowingly funding directly or indirectly the participation of another person in that working group for the purposes of influencing the outcome of votes.

In the event that, through merger or acquisition or other similar event, an entity member of the IEEE-SA has its assets totally or substantially transferred to another entity, membership in the working group may be transferred to the new entity, provided that the new entity is not already a member of the working group.

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7. Officers

This clause may be modified.

There shall be a Chair, a Vice-Chair, and a Secretary. The office of Treasurer is suggested if significant funds are involved in the operation of the working group and/or its subcommittees, or if the group has multiple financial reports to supply to the IEEE Standards Association. All officers shall be IEEE members of any grade, and must also be Designated Representatives (DRs) of entities that are entity IEEE-SA members (see 8.1).

At the first organizational meeting, the working group shall elect its operating officers in accordance with the procedures of its Sponsor, and, where necessary, Robert's Rules of Order.

7.1 Election of Officers

This clause may be modified.

The Chair shall appoint an elections processor, whose function is to conduct an election. The elections processor shall not be a nominee in the election and shall not vote in the election. An election will seek to fill offices that are either vacant, have an official in temporary appointment, when an officer’s entity affiliation has changed, or when the term of office has expired.

The working group members shall nominate to the elections processor one or more members for each office to be filled at the election. Nominees shall be eligible to hold the office for which they are elected. A member shall not run for more than one office at the same time. The response period for nominations shall be at least 14 calendar days. If no nomination is received for an office, a temporary appointment shall be made in accordance with 7.2.

The elections processor shall conduct the election by letter or electronic ballot. Voting will conclude no sooner than after 14 calendar days. Voting shall be by "approval," whereby each balloter may cast one approval vote for each of any number of nominees for an office. The nominee with the greatest number of approval votes shall win the election, provided ballots are returned by a majority of the eligible voters for that election. Any tie votes will be broken by a runoff ballot, where eligible voters may cast only one vote in the election.

The Sponsor shall confirm the election of the Chair and Vice-Chair.

If any officer’s entity affiliation changes, he or she shall be subject to re-election by a majority of the voting members of the working group. If additional candidates are interested in serving in the officer role, they may run against the current officer at this time. The current officer continues to serve in his or her officer role until the close of the election. The election determines who will serve out the remainder of the existing term of office.

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7.2 Temporary Appointments to Vacancies

This clause may be modified.

If an office becomes vacant due to resignation, removal, lack of nomination at an election or for another reason, a temporary appointment shall be made for a period of up to six months. In the case of Chair or Vice-Chair, the Sponsor shall make temporary appointment, with input from the working group. In the case of Secretary, the Chair shall make the temporary appointment. An appointment or election for the vacated office shall be conducted at the earliest practical time.

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7.3 Removal of Officers

This clause may be modified.

An officer may be removed by approval of two-thirds of the members of the working group. Removal of the Chair and Vice-Chair requires confirmation by the Sponsor. Grounds for removal shall be included in any motion to remove an officer of the working group. The officer suggested for removal shall be given an opportunity to make a rebuttal prior to the vote on the motion for removal.

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7.4 Responsibilities of Working Group Officers

This clause may be modified.

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7.4.1 Chair

This clause may be modified.

The Chair shall

a) Be a Designated Representative (see 8.1) for a voting member entity
b) Institute a "Call for Participation" to the IEEE-SA entity and organizational membership upon initiation of the project
c) Conduct a "Call for Patents" at each meeting by displaying the IEEE-SA required presentation
d) Solicit "letters of assurance" from potential essential patent holders
e) Ensure coordination with other IEEE Standards Sponsors as appropriate
f) Regularly attend working group meetings (including face-to-face, teleconference, or other electronic means)
g) Notify Sponsor when document is ready for balloting
h) Ensure completion of ballot resolution
i) In the absence of a Treasurer, fulfill any financial reporting requirements of the IEEE
j) Participate as needed in meetings of the Sponsor to represent the working group
k) Ensure that working group attendees are aware of the policies and procedures

The Chair also shall

  1. Be objective
  2. Entertain motions, but not make motions
  3. Not bias discussions
  4. Delegate necessary functions
  5. Ensure that all parties have the opportunity to express their views
  6. Set goals and deadlines
  7. Be knowledgeable in IEEE standards processes and parliamentary procedures and ensure that the processes and procedures are followed
  8. Be familiar with training materials available through IEEE Standards Development Online
  9. Seek consensus of the working group as a means of resolving issues
  10. Recuse him- or herself to speak for or against an agenda item
  11. Vote only where that vote will change the outcome of a motion

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7.4.2 Vice-Chair

This clause may be modified.

The Vice-Chair shall
a) Be a Designated Representative (see 8.1) for a voting member entity
b) Carry out the Chair's duties if the Chair is temporarily unable to do so or chooses to recuse him- or herself (i.e., to give a technical opinion)
c) Be familiar with training materials available through IEEE Standards Development Online

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7.4.3 Secretary

This clause may be modified.

The Secretary shall

a) Distribute the agendas at least 14 calendar days before a meeting
b) Record and have published minutes of each meeting within 60 calendar days of the end of the meeting
c) Create and maintain the participant roster
d) Record attendance at each meeting
e) Schedule meetings in coordination with the Chair with at least 21 calendar days notice
f) Be responsible for the management and distribution of working group documentation
g) Maintain list of unresolved issues, action items, and assignments
h) In the absence of a Treasurer, process funds received for working group services
i) Be familiar with training material available through IEEE Standards Development Online

If the function of Secretary is fulfilled by an IEEE staff member, this shall be a nonvoting position.

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7.4.4 Treasurer

This clause may be modified.

If needed, a Treasurer shall

a) Maintain a budget
b) Control all funds into and out of the working group's bank account and report to the Sponsor if such funds are audited
c) Follow IEEE policies concerning standards meetings and finances
d) Fulfill any financial reporting requirements of the IEEE
e) Be familiar with training material available through IEEE Standards Development Online
f) Be familiar with the IEEE Financial Operations Manual

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8. Working Group Membership

8.1 Overview

This clause shall be included and shall not be modified.

Working group membership is by entity. An entity shall pay the entity project participation fee and any services fee, if established, and shall fulfill the requirements of membership determined by its Sponsor and the working group to gain and maintain membership in the working group.

An entity shall have one Designated Representative (DR) and may have more than one alternate (DRA) participating in the working group. The Corporate Member Representative of the entity determines the DR/DRA for the working group. The assignment of a DR/DRA can change throughout the life of the working group. It is the entity's responsibility to notify the Working Group Secretary of changes to the DR/DRA assignment. Only the DR is eligible to vote on behalf of the entity for all working group matters. If the DR is unable to vote at a meeting, one DRA will be recognized at the start of the meeting to vote on the DR's behalf. Membership in the working group shall give the DR the right to vote on all working group matters provided voting rights are maintained as given in subclause 8.2.

Each DR/DRA can vote for only one member of the working group; no one representative can represent the interests of more than one member of the working group except for a temporary proxy vote.

The entities within a working group must ensure that their representatives have a material knowledge of the project scope.

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8.2 Working Group Voting Membership Status

This clause may be modified. Modification of the number of meetings that must be attended to allow or maintain voting membership may only be increased from the number given in these procedures, not decreased.

Voting membership shall be granted automatically to those entities attending the meeting of a newly chartered working group and upon their request provided they fulfill the requirements of clauses 4 and 5. Thereafter, membership shall be granted after the entity attends two consecutive meetings of an existing working group and also requests membership status.

The entity (member), through its DR or DRA, is expected to attend meetings as required by these procedures. The Secretary records attendance for members who attend at least 50% of a meeting's duration. Attendance at a meeting via teleconferencing and/or electronic means, e.g., Internet conferencing, shall count towards the attendance requirements. Participants may attend via electronic means for two consecutive in-person meetings before they are required to attend a meeting in person.

Membership status is maintained through consistent participation and through working group votes. If a working group member misses two consecutive meetings, its membership status shall be revoked. The Chair shall notify, in writing, a member who fails to attend two consecutive meetings and that has therefore lost its membership.

A participant who has lost its voting privileges shall have its voting privileges reinstated by attendance at two consecutive meetings of the working group and upon request for member status. All voting privileges and rights shall be restored after attending the second consecutive meeting. If, for reasons of personal hardship, an entity cannot attend two consecutive meetings (but that entity continues to vote in ballots taken between meetings), the working group will be consulted on the status of the entity.

Observers may attend any IEEE standards working group meeting, following the principle of openness. Observers cannot participate in meetings. They shall not be recognized to speak, vote, or offer technical contributions to meetings. Observers may become participants by fulfilling the requirements for participation as given in clauses 4 and 5 and 8.1.

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8.3 Subgroups of the Working Group

This clause may be modified.

The working group may, from time to time, form subgroups for the conduct of its business. Only working group members appointed to the subgroup shall vote on questions within such subgroups. Such formation shall be explicitly noted in an official record, such as meeting minutes. At the time of formation, the working group shall determine the scope and duties delegated to the subgroup. Any changes to its scope and duties will require the approval of the working group. Any resolution of a subgroup shall be subject to confirmation by the working group.

The chair of the subgroup shall be appointed by the Chair of the working group.

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9. Working Group Member Roster

This clause shall be included and shall not be modified.

A working group member roster is a vital aspect of standards development. It serves as a record of voting members in the working group and is an initial tool if any issue of indemnification arises during the process of standards development. The Secretary shall maintain a current and accurate roster of members in the working group and shall distribute it to the members upon request. All changes to the roster shall be forwarded to the Chair immediately. The roster shall include the following at a minimum:

1) Title of the Sponsor and its designation
2) Title of the working group and its designation
3) Officers--Chair, Vice-Chair, Secretary, Treasurer
4) Members
  a. Entity name
  b. Designated Representative (indicated by "DR") and entity address
  c. Alternate(s) (indicated by "DRA") and entity address(es)

All working group members are required to sign off against the roster at each meeting they attend, ensuring they are maintaining current membership, expressing their awareness of IEEE Standards policies, and verifying the accuracy of their membership listing. If a working group meets only virtually, it shall determine a schedule to check the roster accuracy periodically.

A copy of the working group member roster shall be supplied to the IEEE Standards Department at least annually by the Secretary and will be made available upon request.

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10. Voting

10.1 Action Requiring Approval by a Majority of the Working Group Membership

This clause shall be included and shall not be modified except to include additional voting actions.

Approval of an action requires an approval vote from a majority of those votes cast from those members entitled to vote at the time of a vote (either at a meeting or by letter or electronic ballot), provided a quorum is present. Notification of the potential for action shall be included on any distributed agendas for meetings.

These actions include

1) Adoption of working group procedures or revisions thereof
2) Formation of a subgroup, including its procedures, scope, and duties
3) Disbandment of subgroups
4) Approval of minutes

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10.2 Actions Requiring Approval by Two-Thirds of the Working Group Membership

This clause shall be included and shall not be modified except to include additional voting actions.

The following actions require an electronic ballot or an equivalent formal recorded vote with approval by at least two-thirds of the voting members of the working group, (provided that notification of the action has been included on the distributed agenda for the meeting):

1) Approval of change of the working group scope
2) Approval of termination of the working group (subject to approval by the Sponsor)
3) Establishment of fees, if necessary
5) Approval to move the draft standards project to the Sponsor for IEEE Standards Sponsor ballot

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10.3 Proxy Voting

This clause shall be included and shall not be modified.

The working group may elect to allow proxy voting. If the working group elects to allow proxy voting, the following procedures shall apply.

Members of the working group may employ proxy voting only when other methods of participation have been exhausted. The chair must be informed of all proxies prior to the start of the meeting in which the proxies are to be in effect. Each appointment of a proxy shall be sent to the working group chair and the member serving as the proxy via fax or written communication that contains the signature of the member appointing the proxy. A proxy shall not be valid without written acknowledgment from the working group chair and the member serving as proxy of receipt of the appointment.

Any one member of the working group may hold no more than two proxy votes in addition to his or her vote. Proxy voting shall be allowed only for those members who cannot attend the entire meeting; proxies may not be appointed for parts of meetings. A member may appoint a proxy for no more than two meetings of the working group within an established six-meeting period. Proxy voting shall not count towards maintenance of membership by the member who appoints a proxy. The chair shall announce all proxy voting to the working group members at the start of the meeting in which the proxy is to be in effect. The DRA of one entity may serve as a proxy for another entity, to allow the DR to serve as the representative of its entity only.

Members serving as proxies may only vote on agenda items announced through the distributed agenda prior to the meeting. If announced agenda items are amended or otherwise developed through the meeting process whereby the action being proposed is significantly different in meaning from the original motion, the chair may determine that proxy votes shall no longer be allowed for that agenda item. The proxy voter himself or herself may also choose to abstain prior to any formal decision of the chair.

A person appointed as proxy may not appoint another person to act in his or her stead.

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10.4 Voting between meetings

This clause shall be included and shall not be modified.

The working group shall be allowed to conduct business between meetings at the discretion of the Chair by use of a letter or electronic ballot. If such actions are to be taken, they shall follow the rules of IEEE Bylaw I-300.4(4).

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10.5 Quorum

This clause shall be included and shall not be modified except to state quorum definitions otherwise approved by the Sponsor.

A working group quorum must be identified before the initiation of working group business. Unless otherwise approved by the Sponsor, a quorum shall be defined as a simple majority of the working group membership (i.e., the DR or DRA of each entity). If a quorum is not present, actions may be taken subsequent to confirmation by a letter or electronic ballot, as detailed in 10.4.

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11. Meetings

This clause may be modified.

Working Group meetings shall be held, as decided by the working group, the Chair, or by petition of 15% or more of the members, to conduct business, such as making assignments, receiving reports of work, considering draft standards, and considering views and objections from any source. Meetings of any ballot resolution group shall adhere to the same principles as working group meetings.

A working group meeting shall be announced at least 21 calendar days in advance. An agenda shall be distributed at least 14 calendar days in advance of a meeting.

The working group may charge a meeting fee to cover services needed for the conduct of the meeting. The fee shall not be used to restrict participation by any interested parties.

While having a balance of all interested parties is not an official requirement for a working group, it is a desirable goal. As such, the officers of the working group should consider issues of balance and dominance that may arise and discuss them with the Sponsor. A balanced body is required for IEEE Standards Sponsor ballot.

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11.1 Conduct

This clause shall be included and shall not be modified.

It is expected that participants in the working group behave in a professional manner at all times. Participants should demonstrate respect and courtesy towards officers and each other, while allowing everyone a fair and equal opportunity to contribute to the meeting in accordance with the IEEE Code of Ethics.

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12. Appeals

This clause shall be included and shall not be modified.

The working group recognizes the right of appeal. If technical or procedural appeals are referred back to the working group, every effort should be made to ensure that impartial handling of complaints regarding any action or inaction on the part of the committee is performed in an identifiable manner.

If the working group must conduct an appeal, it shall model its appeals process based on the appeals processes of the IEEE-SA Standards Board.

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13. Communications

This clause may be modified.

Inquiries relating to the working group should be directed to the Chair and recorded by the Secretary. All replies to such inquiries shall be made through the Chair. These informal communications shall not imply that they are a formal position of the working group, the Sponsor, or of the IEEE Standards Association. See also subclause 5.1.4 in the IEEE-SA Standards Board Operations Manual.

[modified 17 October 06]

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