ARTICLE XII

AMENDMENTS

These Bylaws may be amended or repealed in whole or in part by a two-thirds affirmative vote of the Members of record at any annual or special meeting of the Members. It is required that notice of the substance of the proposed amendment is stated in the notice of such meeting as authorized by the Articles of Organization. The Directors, with a majority vote, may temporarily make, amend or repeal the Bylaws, in whole or in part, except with respect to any provision thereof which by law, by the Articles of Organization or by these Bylaws requires action by the Members. Notification of any temporary changes to the Bylaws by the Directors shall be promulgated to the Members of record within 48 hours. Included in this notification will be the reason(s) for the needed changes. No change in the date fixed in these Bylaws, for the annual meeting of the Members may be made within sixty (60) days before the date fixed in these Bylaws, and in case of any change in such date, notice thereof shall be give to each Member in person or by letter mailed to his last known post office address at least twenty (20) days before the new date fixed for such meeting.

Any Bylaw adopted, amended or repealed by the Directors may be repealed, amended or reinstated by the Members entitled to vote on amending the Bylaws.

This writing shall be filed with the records of the meeting of Directors of ALTSHULLER INSTITUTE for TRIZ Studies, Inc.