COMMUNITY ENSEMBLE THEATRE BOOSTER CLUB

Articles of Incorporation

Filed December 1, 2014, with the Michigan Department of Licensing and Regulatory Affairs Corporations, Securities & Commercial Licensing Division.

ARTICLE I

The name of the corporation is: Community Ensemble Theatre Booster Club.

ARTICLE Il

The purpose or purposes for which the corporation is organized are:

1.To develop, support, and promote extracurricular theatre programs at

Community High School in Ann Arbor, Michigan.

2. To perform fund raising activities to provide for activities, materials, supplies,

services, and other necessities to present quality theatrical performances

by Community High School students

3. The corporation is organized exclusively for charitable and educational

purposes, including for such purposes, the making of distributions to

organizations that qualify as exempt organizations under Section 501(c)(3)

of the Internal Revenue Code, or corresponding section of any future tax

code.

ARTICLE III

The corporation is organized upon a non-stock basis.

The description and value of its personal property assets at the time of filing are:

None.

The corporation is to be financed through donations, ticket sales, and dues.

The corporation is organized on a membership basis.

ARTICLE IV

The address of the registered office is: 401 North Division St., Ann Arbor, MI

48104

The mailing address of the registered office is the same

The name of the resident agent at the registered office is Quinn Strassel

ARTICLE V

The names and addresses of the Incorporators are as follows:

Quinn Strassel, 421 West Jefferson St., Ann Arbor, MI 48103

Margie Morris, 923 Olivia Ave., Ann Arbor, MI 48104

Denise Thal, 1519 Granger Ave., Ann Arbor Michigan 48104

ARTICLE VI

No part of the activities of the Corporation shall be carrying on propaganda, or

otherwise attempting to influence legislation; or participating in or intervening in

(including the publication or distribution of statements, endorsements, etc.) of any

political campaign on behalf of any candidate for public office.

ARTICLE VII

In the event of the liquidation or dissolution of the Corporation, whether voluntary

or involuntary, no director shall be entitled to any distribution or division of its

remaining assets, and the balance of all money and other property received by

the Corporation from any source, after the payment of debts and obligations of

the Corporation, shall be distributed to such public charities designated by the

Board of Directors, and qualified under Section 501(c)(3) of the Internal Revenue

Code as tax-exempt exclusively for the purposes set forth in Article Il of these

Restated Articles of Incorporation and within the intent of Section 501(c) of the

Internal Revenue Code of 1986, and the Regulations thereunder, as they now

exist or are hereafter amended.

ARTICLE VIII

The Corporation shall have the power, either alone or with others, to do any

lawful act and to engage in any and all lawful activities which may be necessary,

useful, desirable or proper for the furtherance of the purposes for which the

Corporation is organized, and to aid other organizations whose activities are

such as to further or attain such purposes. Notwithstanding anything herein to the

contrary, the Corporation shall exercise only such powers as are in furtherance of

the exempt purposes of organization set forth in Section 501(c) of the Internal

Revenue Code of 1986, as amended, and the Regulations thereunder.

ARTICLE IX

A volunteer director of the Corporation shall not be personally liable to the

Corporation for monetary damages for a breach of fiduciary duty as a director,

except for liability: U(a) For any breach of the director's duty of loyalty to the

Corporation or its members; U(b) For acts of omission not in good faith or which

involve intentional misconduct or a knowing violation of law; (c) Resulting from a

violation of Section 551(1) of the Michigan Non-Profit Corporation Act; or (d) For

any transaction from which the director derived an improper personal benefit. In

the event the Michigan Non-Profit Corporation Act is hereafter amended to

authorize corporate action further limiting or eliminating the personal liability of

directors, then the liability of a director of the Corporation shall be eliminated or

limited to the fullest extent permitted by the Michigan Non-Profit Corporation Act,

as so amended. Any repeal, modification or adoption of any provision of these

Articles of Incorporation inconsistent with this Article shall not adversely affect

any right or protection of a director of the Corporation existing at the time of such

repeal, modification or adoption. It is intended that volunteer directors shall enjoy

the fullest immunities and the most extensive rights of indemnity permitted by

applicable law as it is now enacted or may from time to time be amended

ARTICLE X

No part of the net earnings of the Corporation shall inure to the benefit of, or be

distributed to its members, trustees, officers, or other private persons, except that

the organization shall be authorized and empowered to pay reasonable

compensation for services rendered and to make payments and distributions to

furtherance of the purposes set forth in the purpose clause hereof. No substantial

part of the activities of the organization shall be the carrying on of propaganda, or

otherwise attempting to influence legislation, and the organization shall not

participate in, or intervene in (including the publishing or distribution of

statements) any political campaign on behalf of any candidate for public office

Notwithstanding any other provision of this document, the organization shall not

carry on any other activities not permitted to be carried on (a) by an organization

exempt from federal income tax under Section 501(c)(3) of the Internal Revenue

Code, corresponding sections of any future federal tax code, or (b) by an

organization, contributions to which are deductible under section 170(c)(2) of the

Internal Revenue Code, or corresponding sections of any future federal tax code.