Numfocus Inc.

“Determination and rights of members: the directors may, if they choose, define several different classes of membership, with benefits and fees as determined by the directors. Except as expressly provided in or authorized by the articles of incorporation, the bylaws of this corporation, or provisions of law, all members of a particular class shall have the same rights, privileges, restrictions, and conditions of other members of the class. Qualifications of members: the qualifications for membership in this corporation are as follows any person is qualified to become a member of this corporation. Voting rights: each sponsoring member, contributing member, or fellow is entitled to one vote on each matter submitted to a vote by the members. Voting at duly held meetings shall be by voice vote of paper ballot as determined by the secretary of the corporation. Occasionally, all members may be invited to vote on some actions as determined by the board of directors. Community members have the right to speak at any meetings and publish their views on the public mailing list. Community members and emeritus members may also informally vote on any matter and their votes will be counted and published in the minutes of the meeting. However, only the votes of sponsoring members, contributing members, and fellows will count towards passing of the measure requiring a vote unless otherwise explicitly indicated by a majority of the board of directors.”

“A draft of the return is prepared by the organization's cpa and reviewed by the executive director. It is distributed to the entire board before it is filed.”

“Annual statements: each director, principal officer, and member of a committee with governing board delegated powers shall annually sign a statement which affirms such person a has received a-a copy of the conflicts of interest policy, b-has read and understands the policy, c-has agreed to comply with the policy, and d-understands the corporation is charitable and in order to maintain its federal tax exemption, it must engage primarily in activities which accomplish one or more of its tax- exempt purposes. Periodic reviews: to ensure the corporation operates in a manner consistent with charitable purposes and does not engage in activities that could jeopardize its tax-exempt status. Periodic reviews shall be conducted. The periodic reviews shall, at a minimum, include the following subjects a-whether partnerships, joint ventures, and arrangements with management organizations conform to the corporation's written policies, are properly recorded, reflect reasonable investment or payments for goods and services, further charitable purposes, and do not result in inurement, impermissible private benefit, or in an excess benefit transaction.”

“Certain documents are available upon request”

“CONTRACTORS 491,488 0 0”