Two or more directors present at a duly convened meeting of directors shall be a quorum.

Any director or member of a committee of directors may participate in a meeting of the directors or of such committee by means of video-conferencing, conference telephone or similar communications equipment whereby all persons participating in the meeting can hear and speak to each other, and participation in a meeting in this manner shall be deemed to constitute presence of such director or member of a committee of directors at such meeting.