"This way, neither side can make a change or a decision that requires a vote, unless both sides agree."

That's right, so you get "Status Quo", and what does PDS management history say about which party the status quo has favored ?

The decision to not appoint a 3rd PDS Board Member is a simple agreed to modification by the JV owners. It's perfectly allowable since they are the only two signaturies to the underlying agreement requiring the 3rd Member.

If PTSC objected to the vacancy and wanted a 3rd member, they could legally force the issue to have one appointed. The fact that they haven't indicates pretty clearly to me that PTSC doesn't want a 3rd member. I just wonder WHY ??? ... No I don't, I don't wonder at all.