'Beyond Intent' Bylaws

Bylaws: Adopted September 15, 2007

Download Bylaws PDF file here

Article I — Name

The name of the organization is BeyondIntent.

Article 2 – Principal office

The principal office of the corporation shall be fixed and located at such a place within the State of California, as the Board of Directors shall determine.
The Board is granted full power and authority to change BeyondIntent’s principal office from one location to another.

Article 3 - Purpose

Section 1

General Purpose 'Beyond Intent' is organized exclusively for one or more of the charitable, educational, and scientific purposes specified in
Section 501(c)(3) of the Internal Revenue Code, 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.

Section 2

Specific Purpose The specific purpose of Beyondintent is to empower underprivileged people in foreign countries by

- Supporting their education

- Providing career counseling for higher education

- Funding infrastructural projects which improve their living conditions

Article 4 — Membership

The corporation shall not have any members within the meaning of Section 5056 of the California Corporations Code. The corporation may
from time to time use the term “members” to refer to persons associated with it, but such persons shall not be members within the meaning of
Section 5056 of the California Corporations Code.

Section 1

Qualification Any individual, business or corporation, or public agency (e.g., public school) that contributes financially or by otherwise
supporting the furtherance of BeyondIntent’ purpose in any calendar year will become a member after contributing a nominal membership fee.

Section 2

Tenure Membership is renewed annually.

Section 3

Voting rights Members have no voting rights.

Section 4

Termination 'Beyond Intent' reserves the right to deny/revoke membership at any time. A member who does not make any contribution
in one-year period may lose membership.

Article 5 – Board of Directors

Section 1

Powers and responsibilities Subject to the provisions and limitations of the Law and any other applicable laws, the business and affairs of the corporation shall be managed, and all corporate powers shall be exercised, by or under the direction of the Board of Directors. The Board of Directors may delegate the management of the day-to-day operation of the business of the corporation to a committee (however composed), or other person, provided that the activities and affairs of the corporation shall be managed and all corporate powers shall be exercised under the ultimate direction of the Board of Directors.

Section 2

Number of Directors Initially, a three (3) member Board of Directors shall govern this corporation. As of the date of the first
annual meeting of the directors, the authorized number of directors shall be three (3). The number of directors may be changed by amendment
or revision of these bylaws, or by repeal of these bylaws and adoption of new bylaws.

Section 3

Election, Designation and Term of Office of Directors The initial Board of Directors shall serve until their successors have been
elected and seated at the first meeting of the directors. Except for the initial directors, the Board of Directors shall elect the directors.
At the first annual meeting, the initial board directors shall be divided into two groups and designated to serve one (1) or two (2) year terms
by a random method determined by the Board of Directors. Thereafter, the term of office of each director shall be two (2) years.
If any annual meeting is not held or the directors are not appointed at the annual meeting, the directors may be appointed at any meeting of the
Board. Each director, including a director elected to fill a vacancy, shall hold office until expiration of the term for which elected and until a
successor has been elected and qualified. Directors may serve any number of consecutive terms.

Section 4

Vacancies A vacancy on the Board shall exist on the occurrence of the following: (a) the death, resignation, or removal of any
director; (b) the declaration by resolution of the Board of a vacancy in the office of a director who has been declared of unsound mind by a
final order of court, convicted of a felony or has missed five (5) consecutive meetings of the Board of Directors or a total of ten (10) meetings
of the Board during any one calendar year; (c) an increase in the authorized number of directors; or (d) the failure of the directors, at any
annual or other meeting of directors at which any director or directors are to be elected, to elect the full authorized number of directors.
The Board of Directors, by affirmative vote of a majority of the directors then in office, may remove any director without cause at any regular
or special meeting.
Except as provided in this paragraph, any director may resign effective upon giving written notice to the, the Chief Executive Officer, the
Secretary, or the Board of Directors, unless the notice specifies a later time for the effectiveness of the resignation. If the resignation is
effective at a future time, a successor may be designated to take office when the resignation becomes effective.
Vacancies on the Board may be filled by vote of a majority of the directors then in office, whether or not the number of directors then in
office is less than a quorum, or by vote of a sole remaining director. No reduction of the authorized number of directors shall have the effect
of removing any director before that director's term of office expires.

Section 5

Compensation Board of directors shall serve without compensation .They shall be allowed reasonable advancement or
reimbursement of expenses incurred in the performance of their duties.

Article 6 — OFFICERS

Section1

Designation of Officers The elective officers of 'Beyond Intent' shall be a Chief Executive Officer, a Secretary, and a
Chief Financial Officer and such other officers as the Board may designate by resolution. The duties of the new official designation can be
defined as needed. The same person may hold any number of offices, except that the Chief Financial Officer may not serve concurrently
as the Chief Executive Officer. In addition to the duties specified in the Article 6, officers shall perform all other duties customarily incident
to their office and such other duties as may be required by law, by the Articles of Incorporation, or by these bylaws, subject to control of
the Board of Directors, and shall perform such additional duties as the Board of Directors. Same persons can serve as Board of Directors
or Officers.

Section 2

Qualifications Any person of legal age may serve as officer of the BeyondIntent.

Section 3

Election and term of office Officers shall be elected by the Board of members, as required, and each officer shall hold office
until he or she resigns or is removed or is otherwise disqualified to serve, or until his or her successor be elected, whichever occurs first.

Section 4

Removal and resignation Any officer may be removed, with or without cause, by a majority vote of the Board of members,
at any time. Any officer may resign at any time by giving written notice to the Board of Directors or to the Chief Executive Officer or
Secretary of the corporation. Any such resignation shall take effect at the date of receipt of such notice or at any later date specified therein,
and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

Section 5

Vacancies Any vacancy caused by the death, resignation, removal, disqualification, or otherwise, of any officer shall be filled
by the Board of Directors until a new officer is elected.

Section 6

Duties of the Office of the Chief Executive Officer The Chief Executive Officer shall supervise and control the affairs of the
corporation and the activities of the officers. He or she shall perform all duties incident to his or her office and such other duties as may be
required by law, by the Articles of Incorporation, or by these Bylaws, or which may be prescribed from time to time by the Board of Director.
The Chief Executive Officer shall appoint any Vice-Chief Executive Officers and shall delegate the duties of the Office of the Chief Executive
Officer at his/her discretion. Duties of the Office of the Chief Executive Officer include:
· Providing leadership to the organization and deliver consistent achievement of the organization’s mission, goal and objectives
· Preside at meetings of the board
· Direct responsibility for the operations, programs, and assets of the corporation
· Periodic reporting to the Board of Directors on the internal and external matters affecting the condition and performance of the organization
· Ensure the full participation of board members and move to fill board vacancies

Section 7

Duties of Office of the Secretary The secretary shall
· Record minutes of board meetings or oversee this function if done by a staff person
· Serve as the official keeper of organizational records
· Provide public notice of board meetings when necessary
· Preside at board meetings and serve as the chief volunteer officer in the absence of the Chief Executive Officer
· Assist the Chief Executive Officer in carrying out special projects when necessary

Section 8

Duties of Office of the Chief Financial Officer The Chief Financial Officer shall
· Serve as Chief Executive Officer on the finance committee and make reports to the board about organizational finances
· Assist in setting organizational budgets
· Provide volunteer oversight to organization's financial accounting systems

Section 9

Compensation The officers will be provided no compensation for their services.

Article 7 — COMMITEES

Section 1

Committees of Directors The Board of Directors may, by resolution adopted by a majority of the directors then in office, provided
that a quorum is present, designate one or more committees to exercise all or a portion of the authority of the Board, to the extent of the powers
specifically delegated in the resolution of the Board or in these bylaws. Each such committee shall consist of two (2) or more directors, and
may also include persons who are not on the Board, to serve at the pleasure of the Board. The Board may designate one or more alternate
members of any committee, who may replace any absent member at any meeting of the committee. The appointment of members or alternate
members of a committee requires the vote of a majority of the directors then in office, provided that a quorum is present. The Board of Directors
may also designate one or more advisory committees that do not have the authority of the Board. However, no committee, regardless of Board
resolution, may:

(a) Approve any action that, under the Law, would also require the affirmative vote of the members if this were a membership corporation.

(b) Fill vacancies on, or remove the members of, the Board of Directors or in any committee that has the authority of the Board.

(d) Amend or repeal the Articles of Incorporation or bylaws or adopt new bylaws.

(e) Amend or repeal any resolution of the Board of Directors that by its express terms is not so amendable or repealable.

(f) Appoint any other committees of the Board of Directors or their members.

(g) Approve a plan of merger; consolidation; voluntary dissolution; bankruptcy or reorganization; or for the sale, lease, or exchange of all or
substantially all of the property and assets of the corporation otherwise than in the usual and regular course of its business; or revoke any such plan.

No committee shall bind the corporation in a contract or agreement or expend corporate funds, unless authorized to do so by the Board of Directors.

Section 2

Meetings and Actions of Committees Meetings and actions of all committees shall be governed by, and held and taken in accordance
with, the provisions of Article 5 of these bylaws, concerning meetings and actions of directors, with such changes in the context of those bylaws as
are necessary to substitute the committee and its members for the Board of Directors and its members, except that the time for regular meetings of
committees may be determined either by resolution of the Board of Directors or by resolution of the committee. Special meetings of committees
may also be called by resolution of the Board of Directors. Notice of special meetings of committees shall also be given to any and all alternate
members, who shall have the right to attend all meetings of the committee. Minutes shall be kept of each meeting of any committee and shall be
filed with the corporate records. The Board of Directors may adopt rules not inconsistent with the provisions of these bylaws for the government
of any committee.

Section 3

Executive Committee Pursuant to Article 7, Section 1, the Board may appoint an Executive Committee composed of three (3) or more
directors, to serve as the Executive Committee of the Board. The Executive Committee, unless limited in a resolution of the Board, shall have and may
exercise all the authority of the Board in the management of the business and affairs of the corporation between meetings of the Board; provided,
however, that the Executive Committee shall not have the authority of the Board in reference to those matters enumerated in Article 7, Section 1.

ARTICLE 8 – MEETINGS

Any meeting may be held by conference telephone or other communications equipment permitted by the Law, as long as all directors participating
in the meeting can communicate with one. All such directors shall be deemed to be present in person at such meeting.

Section 1

Annual Meeting The Board of Directors shall hold an annual meeting in January of each year for the purpose of electing directors and
officers of the corporation and for the transaction of other business. Notice of the annual meeting shall be given in the manner set forth below. The
first annual meeting of 'Beyond Intent' can be held at any time of the year.

Section 2

Regular Meetings Regular meetings (separate from Annual meeting) shall be held at such times as are fixed by the Board of Directors.
Such regular meetings may be held without notice. Meetings may be held at any place designated by resolution of the Board, or, if not designated, at the principal office of the corporation.

Section 3

Special Meetings Special meetings of the Board for any purpose may be called at any time by the, the Chief Executive Officer, or
any two (2) directors. Special meetings shall be held at any place designated in the notice of the meeting or, if not stated in the notice or if there
is no notice, at the principal office of the corporation. Notwithstanding the above, any meeting may be held at any place consented to in writing
by all the directors, either before or after the meeting. Consents shall be filed with the minutes of the meeting.

Section 4

Notification of meetings Notice of the date, time, and place of meetings shall be delivered personally to each director or communicated
to each director by telephone (including a voice messaging system which records and communicates messages), facsimile, or electronic
mail at least forty-eight (48) hours prior to the meeting, or communicated by telegraph, express mail service, first-class mail, or by other means of
written communication, charges prepaid, addressed to the director at the director's address as it is shown upon the records of the corporation,
deposited in the mails or given to the telegraph company or express mail company or other carrier at least four (4) days before the date of the
meeting. The notice need not specify the purpose of the meeting but must classify the meeting as Annual meeting, regular meeting or special meeting.

Section 5

Attendance All board of directors would be expected to attend the meeting unless they specify otherwise prior to the meeting via email
or voicemail or regular mail. In case of emergency board members are allowed waiver to attend.

Section 6

Action at a meeting/Quorum Presence of a majority ( half or more than half) of the directors then in office , at a meeting of the Board
of Directors constitutes a quorum for the transaction of business, except as otherwise provided in these Bylaws. Every act done or decision made
by a majority of the directors present at a meeting duly held at which a quorum is present shall be regarded as the act of the Board of Directors.

Section 7

Adjourned Meeting and Notice A majority of the directors present, whether or not a quorum is present, may adjourn any meeting to
another time and place. If the meeting is adjourned for more than twenty-four (24) hours, notice of any adjournment to another time or place shall
be given prior to the time of the adjourned meeting to the directors who were not present at the time of the adjournment.

Section 8

Action Without a Meeting The Board of Directors may take any required or permitted action without a meeting, if all members of the
Board shall individually or collectively consent in writing or email to such action. Such written consent or consents or email printouts shall be filed
with the minutes of the proceedings of the Board. Such action by written consent or email shall have the same force and effect as the unanimous
vote of such directors.

Section 9

Meeting Conduct Meetings of the Board of Directors shall be conducted as per the majority decision taken by the board members.

Article 11 — EXECUTION OF CORPORATE INSTRUMENTS

Section 1

Execution of Corporate Instruments The Board of Directors may, in its discretion, determine the method and designate the signatory
officer or officers or other person or persons, to execute any corporate instrument or document, or to sign the corporate name without limitation,
except when otherwise provided by law, and such execution or signature shall be binding upon the corporation. Unless otherwise specifically
determined by the Board of Directors or otherwise required by law, formal contracts of the corporation, promissory notes, deeds of trust,
mortgages, and other evidences of indebtedness of the corporation, and other corporate instruments or documents, memberships in other
corporations, and certificates of shares of stock owned by the corporation, shall be executed, signed, or endorsed by the Chief Executive
Officer and by the secretary or Chief Financial Officer. All checks and drafts drawn on banks or other depositories on funds to the credit
of the corporation, or in special accounts of the corporation, shall be signed by such person or persons as the Board of Directors shall authorize to do so.

Section 2

Loans and Contracts No loans or advances shall be contracted on behalf of the corporation and no note or other evidence of
indebtedness shall be issued in its name unless and except as the specific transaction is authorized by the Board of Directors. Without the express
and specific authorization of the Board, no officer or other agent of the corporation may enter into any contract or execute and deliver any
instrument in the name of and on behalf of the corporation.

Article 12 — FISCAL POLICY

Section1

Fiscal Year The BeyondIntent's fiscal year shall be from January 1 of one year to December 31 of the same year.

Section 2

Financial Planning The Board of Directors shall be responsible for approving the annual budget; monitoring actuals against projected
on a quarterly basis and making adjustments to the budget if required.

Section 3

Annual Financial Statements The Corporation shall prepare annual financial statements using generally accepted accounting principles.
Such statements shall be audited by an independent certified public accountant, in conformity with generally accepted accounting standards.

Section 4

Disbursements Disbursements shall be made only in accordance with specific authorization and consistent with the general
budget approved annually by the Board of Directors.

Section 5

Deposits All funds of the corporation shall be deposited from time to time to the credit of the corporation in such banks, trust
companies, or other depositories as the Board of Directors may select.

Section 6

Gifts The Board of Directors may accept on behalf of the corporation any contribution, gift, or devise for the nonprofit purposes
of this corporation.

Article 13 — INDEMNIFICATION

Section 1

Definitions For the purpose of this Article 9, the following definitions apply:
i) “Agent” means any person who is or was a Director, officer, employee, or other agent of the Corporation, or is or was serving at the request
of the Corporation as a Director, officer, employee or agent;
ii) “Proceeding” means any threatened, pending, or completed action or proceeding, whether civil, criminal, administrative or investigative;
iii) “Expenses” includes, without limitations, attorney’s fees and any expenses of establishing the right to indemnification under this Article 9.

Section 2

Personal Liabilities All agents of BeyondIntent shall be immune from civil liability in accordance with the California Corporations
Code, Section 5231.

Section 3

Indemnification by Corporation All agents of the Corporation shall be indemnified by the corporation to the fullest extent
permissible under the laws of the state of California, provided that the Corporation is authorized by a determination that indemnification of the
agent is proper under the specific proceedings and circumstances. Such authorization and determination shall be made by:

i) A majority vote of the Directors who are not party to the proceedings;

ii) The court in which such proceeding is or was pending.

Article 14 — CORPORATE RECORDS

Section 1

Corporate Records The Corporation shall keep at its principal office:
i) Minutes of all meetings of Board committees of the board. The minutes would contain the names of the persons who were present for
discussions and votes relating to the transaction or arrangement, the content of the discussion, including any alternatives to the proposed transaction
or arrangement, and a record of any votes taken in connection with the proceedings.
ii) Adequate and correct books and records of account, including accounts of its properties and business transactions and accounts of its assets,
liabilities, receipts, disbursements, gains and losses.
iii) A copy of the corporation's Articles of Incorporation and Bylaws as amended to date, which shall be open to inspection by the members,
if any, of the corporation at all reasonable times during office hours.
iv) All financial statements

Section 2

Board of director’s Inspection Rights Every board director shall have the absolute right at any reasonable time to inspect and
copy all books, records and documents of every kind and to inspect the physical properties of the corporation and shall have such other rights to
inspect the books, records and properties of this corporation as may be required under the Articles of Incorporation, other provisions of these
Bylaws, and provisions of law.

Article 15 — CORPORATE SEAL

The Board of Directors may adopt, use, and alter a corporate seal. The seal shall be kept at the principal office of the corporation. Failure to affix the seal to any corporate instrument, however, shall not affect the validity of that instrument.

Article 16 — AMENDMENTS AND REVISIONS

These bylaws may be adopted, amended or repealed by the vote of a majority of the directors then in office. Such action can be initiated by any board member than in office.

Article 17 — APPLICATION OF LAW

In matters not addressed by these Bylaws, this corporation shall be governed in accordance with the State of California Corporation Code for
Nonprofit Public Benefit Corporations.