Dsm Management Group Inc.

“Members or stockholders: beginning october 31, 2017, the sole member of the organization is dallas summer musicals, inc.”

“Power to elect or appoint one or more members of governing body: dallas summer musicals, inc. Has the power to nominate and remove all directors from the board and select or remove all officers of the organization.”

“Governance decisions reserved to the member: as the sole member of the organization, dallas summer musicals, inc., has the following powers: (a) select and remove all officers, agents and employees of the corporation; prescribe any powers and duties for them that are consistent with the law, with the articles of incorporation, and with these bylaws; fix their compensation; and require from them security for faithful service. (b) nominate and remove all directors of the corporation, and prescribe any powers and duties from them that are consistent with the law, with the articles of incorporation, and with these bylaws. (c) borrow money and incur indebtedness on behalf of the corporation and cause to be executed and delivered for the corporation's purposes, in the corporation's name, promissory notes and other evidences of debt. (d) enter into lease agreements and/or operating agreements with the city of dallas and others for buildings and facilities or any portion thereof, all in a manner consistent (and as necessary) to satisfy all obligations as a landlord or landlord's agent or representative dealing in and with buildings and facilities owned by others. (e) determine and implement terms of admittance, charges for commercial and other space, charges for entertainment and food and beverages, which right shall specifically allow charging varying rates to different customers or groups of customers and allow in the exercise of reasonable and sound business judgment consistent with any required operating standards, to permit persons to occupy space at rates lower than published rates or free of charge or permit persons to utilize areas free of charge. (f) determine and implement all phases of advertising, promotion and publicity relating to all facilities for which the corporation is the manager, exclusive agent or operator. (g) determine and implement all employment policies including salaries, wages, fringe benefits and other compensation, the hiring and discharge of all employees and the establishment of any employer retirement or other benefit plans. (h) determine and implement all credit policies, including arrangements with credit card organizations. (i) receive, hold and disburse funds, maintain bank accounts, procure equipment, supplies and services. (j) engage independent contractors to provide legal, accounting or other professional or technical services in connection with the operation of the business of the corporation and/or any facility for which the corporation is the manager or exclusive agent. (k) manage and direct generally all activities incidental to the operation of the corporation in the ordinary course of business.”

“Review of form 990: the form 990 is prepared by an outside independent accounting firm. Once prepared, the return is reviewed and approved by the organization's management. After their review, the return is provided to the board before filing with the internal revenue service.”

“Process to monitor and enforce conflict of interest policy: the organization emails an annual statement and conflict of interest policy to the full board of directors. The board is required to provide negative confirmation of any potential conflicts. If a conflict exists, they are discussed by the board to determine the significance. If a director is deemed to have a significant conflict, the director shall abstain from voting or resolve the conflict causing the loss of objectivity.”

“Availability of documents: the organization's governing documents, conflict of interest policy and financial statements are available to the public upon written request.”

“Organization's significant activities: (continued from part i, line 1...) various non-profit organizations by providing facility services and access to the music hall.”

“Number of employees: dallas summer musicals inc is the common pay master for all of its related entities, including dsm management group, inc. All w-2s are filed by dallas summer musicals inc with payroll expense allocations reported on dsm management group, inc.”

“Responsiblity of oversight over audit: due to their relationship, dsm management group relies on the dallas summer musicals executive committee to oversee the audit and selection of an independent accountant.”