RCW 24.03.110 states
Quorum of directors.
A majority of the number of directors fixed by, or in the manner provided in the bylaws, or in the absence of a bylaw fixing or providing for the number of directors, then of the number fixed by or in the manner provided in the articles of incorporation, shall constitute a quorum for the transaction of business, unless otherwise provided in the articles of incorporation or the bylaws; but in no event shall a quorum consist of less than one-third of the number of directors so fixed or stated. The act of the majority of the directors present at a meeting at which a quorum is present shall be the act of the board of directors, unless the act of a greater number is required by this chapter, the articles of incorporation or the bylaws.
There is confusion as to whether, in absence of a definition in the by-laws or articles of incorporation, the default is 1/3 or a simple majority of the board members. Additionally do you include non-voting board members in the total board of directors population, and do they count towards the quorum?