BY-LAWS OF THE PLANO INTERNATIONAL FESTIVAL CORPORATION

BY-LAWS OF THE PLANO INTERNATIONAL FESTIVAL CORPORATION Texas State Charter Number 800442503 501 (c) (3) Texas State Tax Exemption ID # Federal Employer Identification Number 36-4570484 Mailing Address: Suite 204, #B215, 3941 Legacy Drive, Plano, TX 75023-8320 OFFICES Section 1.0: PRINCIPAL OFFICE: The principal office of this Corporation shall be at 4312 Benton Elm Drive, Plano, Texas, 75024. Section 1.1: REGISTERED AGENT: The name of the registered agent in charge thereof is Rafael Gutierrez, and his address is 4312 Benton Elm Drive, Plano, Texas, 75024. Section 1.2: OTHER OFFICES: The Corporation may also have other offices at such other places as the Board of Directors may from time to time determine that the business of the Corporation shall require. PURPOSE Section 2.0: MISSION: The Mission of the Plano International Festival Corporation is to organize and conduct an International Festival in the City of Plano to educate, enlighten, and enrich the multicultural experience for all of its citizens. DIRECTORS Section 3.0: MANAGEMENT: The business and affairs of the Corporation shall be managed by a Board of Directors. The Board shall also have and possess, solely and exclusively, all rights, authority and responsibilities of the Corporation, subject to the provisions of the Articles of Incorporation, their By-Laws, and the law. Section 3.1: NUMBER: The number of Directors of the Corporation shall be at least five (5) and not more than eleven (11); provided, however, that the number of Directors actually serving may be increased or decreased from time to time only in accordance with Section 3.7 of these By-Laws. The number of Directors presently authorized shall be five (5). Section 3.2: QUALIFICATIONS: Any person, whether a resident of the City of Plano or the State of Texas, shall be qualified to serve as a Director. The members of the Board of Directors shall be appointed by the Board of Directors from a list of qualified candidates developed and recommended by the Appointment Advisory Committee as provided in these By-Laws. Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 1

Section 3.3: APPOINTMENT ADVISORY COMMITTEE: The members of the Board of Directors shall be recommended by an Appointment Advisory Committee composed of persons appointed by the President of the Corporation. The Appointment Advisory Committee shall be notified at least four weeks prior to the annual meeting of the Corporation at which the term of any Director will expire and a successor Director is to be appointed. In such notification, the Appointment Advisory Committee shall nominate persons to be recommended at the next annual meeting of the Corporation to fill the expiring term of any Director. The members of the Board of Directors shall at all times represent the interests of the public. Section 3.4: APPOINTMENT OF DIRECTORS BY CLASS: The persons named as the initial Directors in the Articles of Incorporation of the Corporation shall serve until the annual meeting of the Corporation to be held in 2005. At the 2005 annual meeting of the Corporation, the Appointment Advisory Committee shall appoint five (5) individuals to serve as the members of the Board of Directors. The persons appointed as Directors at the 2005 annual meeting of the Corporation shall be divided into two classes, Class A and Class B, as nearly equal in number as possible. The term of office of those Directors in Class A shall commence at the 2005 annual meeting and shall expire at the annual meeting of the Corporation to be held in 2007 and the term of office of those Directors in Class B shall commence at the 2005 annual meeting and shall expire at the annual meeting of the Corporation to be held in 2009. Upon expiration of the term of office of the Directors as classified above, their successors shall be appointed for four (4) year terms each. Each Director shall hold office during his/her term and thereafter until his/her successor shall have been duly appointed and qualified, unless s/he theretofore dies, resigns, or is removed in the manner provided by these By-Laws. No person may serve more than two (2) consecutive four (4) year terms as a Director; provided, however, after the expiration of twelve (12) months from the termination of the second consecutive four (4) year term served by that person, such person may be re-appointed as a Director. Section 3.5: REMOVAL: Any Director may be removed from his or her position as Director, with or without cause, and with notice to such Director, by a majority vote of the Directors, if removal is with cause or by a two-thirds (2/3) vote of the Directors, if removal is without cause, present at any special or regular meeting of the Directors at which a quorum is present, if notice of intention to act upon the question of removing such Director shall have been stated as one of the purposes for the calling of such meeting. Any Director not personally attending three consecutive meetings shall be deemed to have resigned as a Director effective as of the conclusion of the third meeting, unless a majority of the Directors at the next meeting of the Directors at which a quorum is present vote to reinstate such person as a Director. Section 3.6: VACANCY: Any vacancy occurring in the Board of Directors caused by death, resignation, refusal of a person selected to assent to serve, removal, disqualification, or otherwise, shall be filled at a special meeting of the Board of Directors called for that purpose. A Director elected to fill a vacancy shall be elected to fill the unexpired term of his/her predecessor in such Directorship. Section 3.7: CHANGE IN NUMBER: The number of Directors serving may be increased or decreased from time to time at any regular or special meeting of the Board of Directors if notice of the proposed change in number has been given as provided in Sections 5.0 and 5.1 hereof; provided, however: Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 2

Section 3.7.1: INCREASE IN NUMBER: Any Directorship to be filled by reason of an increase in the number of Directors serving shall be filled by appointment at an annual meeting of the Appointment Committee or at a special meeting of the Appointment Committee called for that purpose and as may be required by law or the Articles of Incorporation. Section 3.7.2: DECREASE IN NUMBER: No decrease in the number of Directors serving shall have the effect of shortening the term of any incumbent Director. Section 3.8: QUORUM: A majority of the number of Directors then appointed and serving shall constitute a quorum for the transaction of business. The act of the majority of the Directors present at a meeting at which a quorum is present shall be the act of the Board of Directors unless the vote of a greater percentage is otherwise specifically required or provided by law, these By-Laws, or the Articles of Incorporation. The Directors present at a duly organized meeting at which a quorum is present at any time during that meeting may continue to transact business until adjournment, even if a Director whose presence at the meeting was counted toward the quorum thereafter leaves the meeting. If a quorum is not present at any time during a meeting, a majority of the Directors present at the meeting may adjourn the meeting from time to time without further notice. Section 3.9: MEETINGS: Meetings of the Directors shall be held at the principal office of the Corporation, unless some other place, within the State of Texas, shall be stated in the notice of the meeting or in a duly executed waiver thereof. All meetings of the Board of Directors shall be held in strict conformity with this By-Law. Section 3.9.1: ANNUAL MEETINGS: An annual meeting of the Directors shall be held during the second week of January of each year. The annual meeting of the Board shall be held for the purpose of appointing new Directors to the Board, electing officers, presenting the annual financial report for the fiscal year just ended and transacting such other business as may properly come before the meeting, unless such day shall be a legal holiday in which event such meeting shall be held on the next regular business day. Section 3.9.2: SPECIAL MEETINGS: Special meetings of the Board of Directors may be called by or at the request of the President or any two (2) Directors, or as may be provided by the law or the Articles of Incorporation. Notice of the call of the Special Meeting may be oral, electronic, or in writing and delivered to each Director not later than during the third day immediately preceding the day for which the meeting is called. Section 3.9.3: REGULAR MEETINGS: By resolution, the Directors may establish regular or periodic meetings which may then be held as determined by the Directors between annual meetings of the Board of Directors. Such resolution shall establish the day, time and place of such meeting. Written or electronic (as described by the Uniform Electronic Transactions Act) notice of such meeting shall be made to all Directors at least seven (7) days before the date of the meeting. Section 3.10: ACTION WITHOUT MEETING: Any action required to be or which may be taken at a meeting of the Directors may be taken without a meeting if consent electronically or in writing, setting forth the action so taken, shall be signed by all of the Directors entitled to vote with respect to the subject matter thereof and such consent shall have the same force and effect as a unanimous vote of the Directors. Such consent shall be delivered to the Secretary of the Corporation for inclusion in the Minute Book of the Corporation. Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 3

Section 3.10.1: CONSENT IN LIEU OF PERSONAL MEETING: Any action required or permitted to be taken at any meeting of the Board (or any meeting of a duly-organized committee) may be taken without a meeting, without prior, notice and without a vote if a majority of the membership thereof consents thereto in writing and such writings are filed with the Minutes with the Secretary. Acceptable writings shall include facsimile, email and other electronic means as described by the Uniform Electronic Transactions Act. Section 3.10.2: MEETINGS BY TELEPHONE CONFERENCE OR OTHER REMOTE COMMUNICATIONS TECHNOLOGY: As provided for by Texas Law, Members of the Board or any Standing, Special or other committee duly-appointed by the President or Board of Directors may participate in any meeting by conference telephone or other remote communications technology in accordance with the law. Each member entitled to participate in the meeting must consent to such meeting being held by remote communication technology. Participation in such meeting, pursuant to this section, shall constitute presence in person at such meeting, except where a person participates in the meeting for the express purpose of objecting to the transaction of any business on the ground that the meeting is not lawfully called or convened. Section 3.11: INTERESTED DIRECTORS/OFFICERS: Any contract or other transaction between the Corporation and any of its Directors or officers (or any corporation or firm in which any of them are interested, directly or indirectly) shall be valid for all purposes, notwithstanding the presence of such Director or officer at the meeting authorizing or ratifying such contract or transaction or his/her participation in such meeting. The foregoing shall, however, apply only if the interest of each such Director or officer is disclosed electronically or in writing to the meeting prior to the vote on such contract or transaction. Nothing in this Section or Subsections hereafter shall be construed to invalidate any contract or transaction that would be valid in the absence of this Section. Section 3.11.1: INTERESTED DIRECTOR VOTE: Each such interested Director may be counted in determining whether a quorum is present, but may not vote on such contract or transaction. Section 3.12: COMPENSATION: Directors shall receive no compensation for any meeting attended except all reasonable out-of-pocket expenses incurred by a Director in attending a meeting or on behalf of the Corporation shall be reimbursed to that Director. Section 3.13: ADVISORY DIRECTORS: The Board may appoint individuals who may but need not be directors, officers, or employees of the Corporation to serve as Advisory Directors and may fix reasonable reimbursable costs for attendance at meetings of any such Advisory Director. The Board of Directors shall determine the term of office of each Advisory Director. The function of such Advisory Directors shall be to advise the Board with respect to all or any part of the business, affairs and/or operations of the Corporation as the Board may determine and designate in the appointment of such Advisory Director. Section 3.14: COMMITTEES: The Board of Directors may, by resolution adopted by a majority of the Board, designate or appoint one or more committees which shall have such duties, authority, rights and powers as the Board of Directors may determine, or as otherwise provided in these By-Laws. A Committee so appointed shall be composed of two (2) or more persons, at least one of who must be a Director of the Corporation. The designation of such Committees and the delegation thereto of such duties, authority, rights and powers shall not operate to relieve the Board of Directors, or any individual Director, of any responsibility imposed upon him or her by law. Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 4

Section 3.14.1: OTHER COMMITTEES: The Board of Directors, pursuant to a resolution of the majority of the Board, or, the President of the Corporation, as authorized by the Board of Directors, may designate or appoint such other committees, having and exercising such authority in the management of the Corporation as may be determined by the Board of Directors. Membership on such committees may, but need not be, limited to Directors of the Corporation. Section 3.15: INITIAL DIRECTORS: The following will govern the organization as Directors prior to the appointment of the five Directors at the first annual meeting of the corporation described in Section 3.4 above. Mr. Rafael Gutierrez, 4312 Benton Elm Drive, Plano, TX 75024-7278 Ms. Jian Li, 4109 Guthrie Drive, Plano, TX 75024-7213 Mr. Andrey V. Vakulenko, 3604 Leathertop Drive, Plano, TX 75075-1546 Mr. Abraham Biadgelgne, 4528 Turnberry Court, Plano, TX 75025-2154 Mr. Thomas Tsang, 3937 Burnley Drive, Plano, TX 75025-2066 OFFICERS Section 4.0: NUMBER: The officers of the Corporation shall be a President, one or more Vice-Presidents (the number and title thereof to be determined in the discretion of the Board of Directors), a Treasurer and a Secretary, and such Assistant Treasurers and Secretaries or other officers as may be elected by the Board of Directors. Any two (2) or more offices may be held by the same person, except the President and the Secretary shall not be the same person. No officer need be a Director. Section 4.1: ELECTION AND TERM OF OFFICE: The officers of the Corporation shall be elected by the Board of Directors at the annual meeting of the Corporation for such term as the Board of Directors shall determine, but in no event shall such term exceed four (4) years. Each officer shall hold office during his/her term and thereafter until his/her successor shall have been duly elected and qualified, unless s/he there-to-fore dies, resigns or is removed in the manner herein provided. Section 4.2: REMOVAL: Any officer or agent elected or appointed by the Board of Directors may be removed by the Board of Directors with or without cause and without notice to such officer or agent by a majority vote of the Directors present at any regular or special meeting of the Board of Directors at which a quorum is present, whenever in its judgment the best interest of the Corporation would be served thereby, unless such removal shall be for cause, in which event the officer or agent shall be entitled to written or electronic notice five (5) days in advance of such meeting, but such removal shall be in accordance with these By-Laws and the laws of the State of Texas, and such removal shall be without prejudice to the contract rights, if any, of the person so removed. Notice of intention to act upon the question of removing any such officer or agent shall not be required if such matter is raised at a regular meeting of the Board of Directors, but shall be required before such matter can be considered by any special meeting of the Board of Directors. Election or appointment of any officer or agent shall not of itself create contract rights. Section 4.3: VACANCIES: A vacancy in any office because of death, resignation, removal, disqualification or otherwise may be filled by the Board of Directors for the unexpired portion of the term. Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 5

Section 4.4: PRESIDENT: The President shall be the principal executive officer of the Corporation and shall, in general, supervise and control all of the business and affairs of the Corporation. Section 4.4.1: PRESIDE: The President, at his/her discretion, shall call all meetings of the officers of the Corporation at such time and place and with such notice as s/he may determine. S/He shall preside at all meetings of the officers, and shall preside at all Directors' meetings. Section 4.4.2: SIGNATURE REQUIRED: S/He shall sign, with the Secretary or an Assistant Secretary, when required or deemed advisable, any contract or other instrument which the Board of Directors shall authorize to be executed except in cases where the signing and execution thereof shall be expressly delegated by the Board of Directors to some other officer or agent of the Corporation; or shall be required by law to be otherwise signed or executed. Section 4.4.3: GENERAL: In general, s/he shall perform all duties incident to the office of the President and such other duties as may be prescribed by the Board of Directors from time to time. Section 4.5: VICE-PRESIDENTS: In the absence of the President or in the event of his/her inability or refusal to act, the Vice President (or in the event that there be more than one Vice- President, the Vice-President in the order designated or in the absence of any designation, then in the order of their election) shall perform the duties of the President, and when so acting shall have all the powers of and be subject to all the restrictions upon the President. Any Vice-President shall perform such other duties as from time to time may be assigned him/her by the President or by the Board of Directors. Section 4.6: TREASURER: If required by the Board of Directors, the Treasurer shall give a bond for the faithful discharge of his/her duties in such sum and with such surety or sureties as the Board of Directors shall determine. The Treasurer (and Assistant Treasurers as so elected by the Board of Directors) shall deposit all funds belonging to the Corporation to its authorized bank accounts and in its name, and in general, shall have charge and custody of and be responsible for all such funds and securities of the Corporation, receiving and giving receipts for monies due and payable to the Corporation from whatever source and shall perform all duties incident to such office and such other duties as assigned by the Board of Directors. Section 4.7: SECRETARIES: The Secretary (and Assistant Secretaries, if any are so elected by the Board of Directors) shall have all the duties and responsibilities as given by the laws of the State of Texas and the Board of Directors, and shall have such other duties, responsibilities and authority as set out herein. Section 4.7.1: MINUTES: The Secretary shall keep the minutes of the Directors' meetings in one or more books provided for that purpose. Section 4.7.2: NOTICES: The Secretary shall see that all notices are duly given in accordance with the provisions of these By-Laws or otherwise as required by law. Section 4.7.3: GENERAL: In general, the Secretary shall perform all duties incident to the office of the Secretary and such other duties as from time to time may be assigned to him/her by the President or by the Board of Directors. Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 6

Section 4.8: ASSISTANT TREASURERS AND ASSISTANT SECRETARIES: The Assistant Treasurers and Assistant Secretaries, if any are so elected by the Board of Directors, shall perform such duties and have such authority as shall be assigned to them by the Board of Directors. Section 4.9: SALARIES: Except as provided in Section 4.10 below, the Officers of the Corporation shall serve without compensation other than for reimbursement for out-of-pocket expenses incurred for or on behalf of the Corporation. Section 4.10: EMPLOYMENT AND OTHER CONTRACTS: The Board of Directors may authorize any officer or officers, agent or agents, to enter into any contract or execute and deliver any instrument in the name of or on behalf of the Corporation, and such authority may be general or confined to specific instances. The Board of Directors may, when it believes the interest of the Corporation will best be served thereby, authorize executive employment contracts which will have terms no longer than four (4) years and contain such other terms and conditions as the Board of Directors deems appropriate. Nothing herein shall limit the authority of the Board of Directors to authorize employment contracts for shorter terms. NOTICE Section 5.0: METHOD: Whenever, under the provisions of law, the Articles of Incorporation or these By-Laws, notice is required to be delivered to any Director and no provision is made as to how such notice shall be delivered, it shall not be construed to mean personal notice, but any such notice may be given electronically or in writing, by mail, postage prepaid, addressed to such Director at such address as appears on the books of the Corporation or such notice required or permitted to be delivered by mail shall be deemed to be delivered at the time when the same shall be deposited, with correct postage affixed, in the United States Postal Service. Section 5.1: WAIVER: Whenever any notice is required to be given to any Director of the Corporation under the provisions of law, the Articles of Incorporation or these By-Laws, a waiver thereof in writing signed by the person or persons entitled to such notice, shall be equivalent to the giving of such notice. Attendance of a Director at a meeting shall constitute a waiver of notice of such meeting except when a Director attends for the express purpose of objecting to the transaction of any business on the grounds that the meeting is not lawfully called or convened. ACCOUNTING YEAR Section 6.0: TERM: The Corporation shall operate for all purposes on an accounting year basis which shall be established by the Board of Directors and which first accounting year shall end on the last day of a calendar month not more than twelve months from the date the Articles of Incorporation were filed with the Secretary of State. AMENDMENTS Section 7.0: METHOD: The By-Laws may be amended, altered or repealed by the Board of Directors as provided herein except as may be required by the Articles of Incorporation, as follows: Section 7.0.1: REGULAR MEETING: By a two-thirds (2/3rds) vote of the Directors present at any regular meeting of the Board of Directors at which a quorum is present and notice of Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 7

the proposed amendments has been given as provided in Sections 5.0 and 5.1 to all Directors electronically or in writing at least thirty (30) days prior to such meeting. Section 7.0.2: SPECIAL MEETING: If notice of a proposal to amend, alter or repeal these By-Laws and the respect in which it is proposed such By-Laws be amended, altered or repealed is given in any call of a special meeting of the Board of Directors at which a quorum is present, then by a two-thirds (2/3rds) vote of the Directors present at such special meeting. Such notice need only indicate the By-Laws to be amended and the general nature of the change sought and need not specify the exact terms or changes to be requested. GENERAL PROVISIONS Section 8.0: INDEMNIFICATION: The Corporation shall have the power to indemnify any Director or officer or former Director or officer of the Corporation for expenses and costs (including attorneys' fees) actually and necessarily incurred by him/her in connection with any claim asserted against him/her by action in court or otherwise by reason of his/her being or having been such Director or officer, provided that with respect to: (i) any criminal action or proceeding, such person had no reasonable cause to believe that his/her conduct was unlawful; or (ii) any civil claim, issue or matter, such person shall not be guilty of intentional action or inaction, gross negligence or willful misconduct in the performance of his/her duties to the Corporation. Termination of any action, suit or proceeding by judgment, order, settlement, conviction or upon a plea of nolo contendere or its equivalent, shall not, of itself, create a presumption that such person had reasonable cause to believe that his/her conduct was unlawful, or that such person did not act in good faith or in a manner which s/he reasonably believed to be in or not opposed to the best interest of the Corporation. The Corporation shall have the power to purchase and maintain insurance on behalf of any person who is or was a Director, officer, employee or agent of the Corporation, against any liability asserted against him/her and incurred by him/her in any such capacity, arising out of the status as such, whether or not the Corporation would have the power to indemnify him/her against such liability under the provisions of this Section. Section 8.0.1: PROCEDURE FOR INDEMNIFICATION: Indemnification shall be made by the Corporation only as authorized in each specific case upon the determination that indemnification of such person is proper in the circumstances because s/he has met the applicable standards of conduct as set forth in Section 8.0 hereof. Such determination shall be made: (i) by the Board of Directors by a majority vote of a quorum consisting of Directors who were not parties to such action, suit or proceeding; or (ii) if such quorum is not obtainable, by independent legal counsel and a written opinion. Indemnification so determined may be paid, in part, before the termination of such action, suit or proceeding upon the receipt by the Corporation of an undertaking by or on behalf of the person claiming such indemnification to repay all sums so advanced if it is subsequently determined that s/he is not entitled thereto as provided in this Article. Section 8.0.2: OTHER PROVISIONS: To the extent that a Director, officer, employee or agent of the Corporation has been successful on the merits or otherwise in the defense of any action, suit or proceeding, whether civil or criminal, such person shall be indemnified against such expenses (including costs and attorneys' fees) actually and reasonably incurred by him/her in connection therewith. Indemnification provided herein shall be exclusive of any and all other rights and claims to which those indemnified may be entitled as against the Corporation and every Director, officer and employee thereof. The indemnification provided herein shall inure to the benefit of the heirs, executors, and administrators of any person entitled thereto under the provisions of this Section. Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 8

Section 8.1: LOANS: No loans shall be contracted on behalf of the Corporation and no evidence of indebtedness shall be issued in its name unless authorized by a resolution of the Board of Directors. Such authority may be general or confined to specific instances. Section 8.2: CHECKS, DRAFTS, ETC.: All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Corporation, shall be signed by such officer or officers, agent or agents of the Corporation and in such manner as from time to time may be determined by resolution of the Board of Directors. In the absence of such determination by the Board of Directors, such instruments shall be signed by the Treasurer or an Assistant Treasurer and countersigned by the President or a Vice-President of the Corporation. Section 8.3: DEPOSITS: All funds of the Corporation not otherwise employed shall be deposited from time to time to the credit of the Corporation in such depositories as the Board of Directors by resolution may select. Section 8.4: GIFTS: The Board of Directors may accept on behalf of the Corporation any contribution, gift, bequest, or device for the general purposes or for any special purpose of the Corporation. In addition, the Board of Directors may make on behalf of the Corporation any contribution or gift in furtherance of its general purposes or any special purpose of the Corporation; provided such contribution or gift is not prohibited by these By-Laws, Articles of Incorporation, or any law. Section 8.5: BOOKS AND RECORDS: The Corporation shall keep correct and complete books and records of account and shall keep minutes of the proceedings of the Board of Directors, which shall be kept at its registered office or principal place of business. Section 8.6: ANNUAL STATEMENT: The Board of Directors shall present at each annual meeting of the Board of Directors a full and clear statement of the business and condition of the Corporation, including a detailed balance sheet and income statement. In every year divisible by five (5), this annual review will include a full cash audit of the Corporation finances prepared by a certified public accountant chosen by the Board of Directors. This CPA shall be associated with no Director. Section 8.7: RESIGNATION: Any Director, officer or agent may resign by giving written notice to the President or the Secretary. Such resignation shall take effect at the time specified therein, or immediately, if no time is specified therein. Unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Section 8.8: INVALID PROVISIONS: If any part of these By-Laws shall be held invalid or inoperative for any reason, then, so far as possible and reasonable, the remaining part shall be valid and operative, and effect shall be given so far as possible to the intent manifested by the part held invalid or inoperative. Section 8.9: TABLE OF CONTENTS - HEADINGS: The Table of Contents and Headings used in these By-Laws have been inserted for administrative convenience only and do not constitute matter to be construed in interpretation and construction. Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 9

DISSOLUTION Section 9.0: DISSOLUTION: The Corporation may be dissolved by a 2/3rds vote of the entire Board of Directors at any valid meeting of the Board. Section 9.1: DISTRIBUTION OF ASSETS: Upon the dissolution of the corporations, assets shall be distributed for one or more exempt purposes within the meaning of section 501 (c) (3) of the Internal Revenue Code, or the corresponding section of any future federal tax code, or shall be distributed to the federal government, or to a state or local government for a public purpose. Any such assets not so disposed of shall be disposed of by a Court of Competent Jurisdiction of the county in which the principal office of the corporation is then located, exclusively for such purposes or to such organization or organizations, as said Court shall determine, which are organized and operated exclusively for such purposes. Adopted: 25 February 2005 Secretary: Jian Li Plano International Festival Corporation By-Laws 2005; EIN 36-4570484 Page 10