10-18-2007 Fox Theater Foundation Report 01

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ORGANIZATIONAL CERTIFICATE OF INCORPORATOR OF Fox RIVERSIDE THEATER FOUNDATION A CALIFORNIA NONPROFIT PUBLIC BENEFIT CORPORATION The undersigned Incorporator, named in the Articles of Incorporation of Fox RIVERSIDE THEATER FOUNDATION, a California nonprofit public benefit corporation, in order to record certain actions taken in connection with the organization of this Corporation, pursuant to the powers conferred upon said Incorporator by Section 5134 of the California Nonprofit Public Benefit Corporation Law, does hereby certify as follows: ARTICLES OF INCORPORATION The original Articles of Incorporation of this Corporation have been filed in the office of the California Secretary of State in Sacramento. A certified copy of said Articles of Incorporation, showing the filing date and corporate number, has been inserted in the corporate minute book. BYLAWS A form of Bylaws for the regulation of the affairs ofthis Corporation has been adopted as and for the Bylaws of this Corporation. A copy ofthe Bylaws has been inserted in the corporate minute book. NUMBER AND ApPOINTMENT OF DIRECTORS The number of Directors authorized by Section 3.2 of the Bylaws of this Corporation is not less than three (3) or more than seven (7). The exact number of Directors initially authorized is three (3). The following persons, in whom the powers of further organization and direction of this Corporation are hereby vested effective upon their acceptance of this appointment, have been designated as the initial Directors of this Corporation pursuant to Section 3.2.1 of the Bylaws of this Corporation. Such initial Directors shall serve until successors are duly designated pursuant to the Bylaws of this Corporation, or until their removal or resignation, as the case may be. Name of Director Effective Date I. Belinda Graham 2. Paul Sundeen 3. Brent Mason October 18, 2007 October 18, 2007 October 18,2007 I RVBUS\ISAFlE\716192.1