8308941103

INITIAL

Registry of Charitable Trusts

P.O. Box 903447

REGISTRATION FORM

Sacramento, CA 942034470

Telephone: (916) 445-2021

STATE OF CALIFORNIA

WEBSITE ADDRESS:

OFFICE OF THE ATTORNEY GENERAL

http:#ag.ca.gov/charities/

REGISTRY OF CHARITABLE TRUSTS

(Government Code Sections 12580-12599.7)

b****DDId d*19:*EmM2031adigBTS*f*YiN*pd,R#egAK18&6kp.#4BLvEKeimlf*letPursuant to Section 12585, registration is required of every trustee subject to the Supervision of Trustees and

Fundraisers for Charitable Purposes Act within thirty days after receipt of assets (cash or other forms of property)
for the charitable purposes for which organized.

Every charitable (public benefit) corporation, association and trustee holding assets for charitable purposes or

doing business in the State of California must register with the Attorney Genera except those exempted by
California Government Code section 12583. Corporations that are organized primarily as a hospital, a school, or a
religious organization are exempted by Section 12583.
Name of Organization:

Great Public Schools Los Angeles

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a izin,1Ult.Af
Official Mailing Address for Organization:

777 S. Fi ueroa .

Address:

e. 4050

city: Los Angeles

State: CA

ZIP Code: 90017

Organization's telephone number: 213 452 6565

Organization's e-mail address: jguard@kaufmanlegalgroup.com

Organization's fax number: 213 452 6575
Organization's website: n/a

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Federal Employer Identification Number (FEIN):

Group Exemption FEIN (If applicable):

46-4553365

' . am#l,ts*0*11*e-*#.mt*tlliemanizattkysfir * *m**ant*rdabil,,inufnt#*rdb*$1**hise. '"51,] '6 * 112)007TW*2 4 agEFEEe*'Et#Aftit/26:& f:'1..'C ' ''.. :.'tj '

m I

Corporate or Organization Numbpr

3637438

RECEIVt:L

Attorney berle, al > 0 15

09

SEP 0 8 2014
Registry 01
Charitable Trusts

CT-1 REGISTRATION FORM (6/2007)

Names and addresses of ALL trustees or directors and officers (attach a list if necessary):

Name Dan Chang

position President

Address 777 S. Figueroa St., Ste. 4050

city Los Angeles

state CA

ZIP Code 90017

Name Susan Bloomfield

position Director/Secretary/Treasurer

Address 777 S. Figueroa St., Ste. 4050

city Los Angeles

state CA

ZIP Code 90017

Position Director

Name Frank Baxter

Address777 S. Figueroa St., Ste. 4050

City Los Angeles

State CA

ZIPCode90017

Name Maria Casillas

Position Director

Address 777 S. Figueroa St., Ste. 4050

city Los Angeles

State CA

ZIPCode90017

Name Sabrina Kay

Director

Address 777 S. Figueroa St., Ste. 4050

city Los Angeles

state CA

ziP code 90017

Describe the primary activity of the organization. (A copy of the material submitted with the application for federal or state tax
exemption will normally provide this information.) If the organization is based outside California, comment fully on the extent
of activities in California and how the California activities relate to total activities. In addition, list all funds, property, and other
assets held or expected to be held in California. Indicate whether you are monitored in your home state, and if so, by whom.
Attach additional sheets if necessary.

Please see page 2 of enclosed IRS Form 1024 Application for Recognition of Exemption.

--

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--0-- -teIf assets (funds, property, etc.) have been rece ved, enter the date first received:
Date assets first received:

January 2014

-,st

WiliL . 7*Mr- 50Wi -]5

538*e Hil**lf**ilik#,Ete- 19-5

What annual accounting period has the organization adopted?

0 Fiscal Year Fnrling

0 Calendar Year

CT-1 REGISTRATION FORM (6/200D

Attach your founding documents as follows: Corporation

A)

Corporations - Furnish a copy of the articles of incorporation and all amendments and current bylaws. If incorporated
outside California, enter the date the corporation qualified through the California Secretary of State's Office to conduct
activities in California.

B)

Associations - Furnish a copy of the instrument creating the organization (bylaws, constitution, and/or articles of
association).

C)

Trusts - Furnish a copy of the trust instrument or will and decree of final distribution.

D)

Trustees for charitable purposes - Furnish a statement describing your operations and charitable purpose.

Has the organization applied for or been granted IRS tax exempt status Yes m No 0
Date of application for Federal tax exemption:

Pending

Date of exemption le#or Pending

Exempt under Internal Revenue Code section 501(c)

No 0

If known, are contributions to the organization tax deductible? Yes 0

Attach a copy of the Application for Recognition of Exemption (IRS Form 1023) and the determination letter issued by the IRS.

Does your organization contract with or otherwise engage the services of any commercial fundraiser for charitable purposes,
fundraising counsel, or commercial coventurer? If yes, provide the name(s), address(es), and telephone number(s) of the
provider(s):

Commercial Fundraiser D

Fundraising Counsel j Commercial Coventurer D

Name

Address

City

ZIP Code

State

Telephone Number

Commercial Fundraiser

Fundraising Counsel El Commercial Coventurer

Name

Address

City

ZIP Code

State

Telephone Number

Commercial Fundraiser

Fundraising Counsel Il Commercial Coventurer Il

Name

Address

City

ZIP Code

State

Telephone Number

I declare under penalty of perjury that I have examined this registration form, including accompanying documents, and to the best of my
knowledae and belief, the form and each document are true, correct, and complete.

Signa,re , -5 - -ss-

Title

pf 5; OU 'At

nat.

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CT-1 REGISTRATION FORM (6/2007)

3637438

FILED
Secretary of State
State of California
ARTICLES OF INCORPORATION

JAN 1 7 2014
OF

GREAT PUBL]C SCHOOLS Los ANGELES

i 00

I.

NAME

The name oftbis corporation is GREAT PUBLIC SCHOOLS Los ANGELES.

IL

PURPOSE

Tbis corporation is a nonprofit public benefit corporation and is not organird for the private
gain of any person. It is organized under the Nonprofit Public Benefit Corporation law for public
purposes.
III.

SPECIFIC PURPOSE

The specific pUIpOSe of the coiporation is to inspire and empower a sustainable

movement ofAngelenos who set the course for great public schools in Los Angeles. The

corporation will work to increase grassroots participation in local public education policy, train
high potential education leaders and advocate forpolicies that drive student success.
IV.

AGENT FOR SERVICE OF PROCESS & ADDRESS OF CORPORATION

The name and address in the State of California of this corporation's initial agent for the
service of process is Stephen J. Kaufman at 777 S. Figueroa SL, Suite 4050, Los Angeles, CA
90017.

The street and mailing address of this corporation is 777 S. Figueroa St., Suite 4050, Los
Angeles, CA 90017.

XAWDoes\ClientsrWF4329\001\00102688.DOCX

3637438

V.

501(C)(4) PURPOSE

This corporation is organized and operated exclusively for social welfare purposes within
the meaning of IRC Section 501(c)(4).

VI.

DEDICATION OF PROPERTY

The property ofthis corporation is irrevocably dedicated to social welfare puzposes and
no part of the net income or assets of this corporation shall ever imire to the benefit of any
director, officer, or member thereof, or to the benefit of any private person.
VII.

DISSOLUTION

Upon lhe dissolution or winding up of the corporation, its assets remaining after payment
or provision for payment, of all debts and liabilities of this corporation shall be distributed to a
nonprofit fund, foundation, or corporation which is organized and operated exclusively for social
welfare purposes and which has established its tax-exempt status under IRC 501(c)(4).
EXECUTION

DATED: January 11 2014

4 194 3Daniel Chang

Incorporator

XAWDocs\Clients\CWF4329\001\00102688DOCX

GREAT PUBLIC SCHOOLS LOS ANGELES

A CALIFORNIA PUBLIC BENEFIT CORPORATION

BY-LAWS

ARTICLE I
PRINCIPAL OFFICES

The Board of Directors shall fix the location ofthe principal executive office ofthe Corporation at

any place within or outside the State of California. If the principal executive office is located
outside this state, and the Corporation has one or more business offices in this state, the Board of
Directors shall likewise fix and designate a principal business office in the State of California.
The principal office for the transaction and affairs of this Corporation is located in Los Angeles
County, California. The Board of Directors may change the location ofthe principal office. Any
such change of location must be noted by the Secretary on these By-Laws opposite this section, or

alternatively, this section ofthe By-Laws may be amended to state the new location.
ARTICLE II
OBJECTIVES AND PURPOSES

The purposes for which the Corporation is formed are as set forth in the Articles of Incorporation.
The specific purpose of the Corporation is to inspire and empower a sustainable movement of
Angelenos who set the course for great public schools in Los Angeles. The Corporation will
work to increase grassroots participation in local public education policy, train high potential
education leaders and advocate for policies that drive student success.
ARTICLE III
CONSTRUCTION AND DEFINITIONS

Unless the context requires otherwise, the general provisions, rules of construction, and definitions
in the California Nonprofit Corporation Law shall govern the construction of these By-Laws.
Without limiting the generality of the preceding sentence, the masculine gender includes the
feminine, the singular includes the plural, the plural includes the singular, and the term "person"
includes both a legal entity and a natural person.

ARTICLE IV
MEMBERSHIP

Section 1. Classes and Qualifications.

The Board of Directors shall determine and set forth in separate documents the qualifications,
dues, terms, and other conditions of each class of member.

There shall be the following classes ofmembers:

Page 1 of 15

a. Individuals: Individual members shall consist ofthose individuals that provide

their name and who affirmatively confirm their desire to become a member and
who meet any additional requirements for individual membership as may be
imposed by the Board of Directors from time to time.
b. Corporate (or "Associate'l: Corporate members shall consist of any

corporation that meets any additional requirements for corporate membership as

may be imposed by the Board of Directors from time to time. Corporate members
may become individual members of the Corporation if agreed to by the parties.
c. Honorary Members: The Board of Directors may designate individuals who do
not qualify under the foregoing categories as honorary members, using such criteria
as the Board may develop.
Section 2. Voting Rights.

Only individual members in good standing shall have the right to vote at the annual meeting of the
members on those items specified in Section 3 (below). Other classes of members may attend
meetings, but may not vote.
Section 3. Membership Meetings.

There shall be an annual meeting ofthe members upon such date, time and place as the Board shall

determine. Once every three (3) years, at the annual meeting, all voting members as a class shall
select one member ofthe Board of Directors; each voting member shall have the right to vote for a
person to be the member of the Board of Directors that is to be selected by the voting members.
Voting on all other matters is expressly reserved for the Board of Directors.
Section 4. Voting.

A majority of the votes cast at the annual membership meeting occurring once every three (3)
years shall constitute the action of the voting members to select the member of the Board of
Directors that such members are authorized to select.
Section 5. Removal.

Any member may be removed from membership by a majority vote ofthe Board of Directors.

ARTICLE V
BOARD OF DIRECTORS: MANAGEMENT

Section 1. Duties and Powers

Subject to the provisions of the California Non-Profit Public Benefit Corporation Law and any
limitation in the Articles of Incorporation and these By-Laws, the Board of Directors shall be

responsible for the control and management of the affairs, business, property, and interests of the
Page 2 of 15

Corporation, and may exercise all powers of the Corporation.

Section 2. Specific Powers

Without prejudice to the general powers set forth in Section l of these By-Laws, but subject to the
same limitations, the board shall have the power retroactively and prospectively to:
1. Appoint and remove, at the pleasure of the board, all corporate officers, agents, and
employees; prescribe powers and duties for them as are consistent with the law, the Articles of

Incorporation, and these By-Laws; fix their compensation; and require from them security for
faithful service.

2. Change the principal office or the principal business office in California from one
location to another; cause the Corporation to be qualified to conduct its activities in any other state,
territory, dependency, or country; conduct its activities in or outside of California; and designate a
place in or outside of California for holding any meeting ofmembers.

3. Borrow money and incur indebtedness on the Corporation's behalf and cause to be
executed and delivered for the Corporation's purposes, in the corporate name, promissory notes,
bonds, debentures, deeds of trust mortgages, pledges, hypothecations, and other evidences of debt
and securities.

Section 3. Number. Election. and Term of Office of Directors

(a) The authorized number of Directors of the Corporation shall be set by the Board of
Directors, but shall be not more than twenty-one (21) and not less than three (3), unless and until
otherwise determined by vote of a majority ofthe entire Board of Directors. No reduction of the
authorized number of directors shall have the effect of removing any director prior to the
expiration of said director's term ofoffice, unless a director is affirmatively removed as hereinafter
provided.

(b) All directors, except for one director, shall be elected at special meetings of the

Board ofDirectors held at least once each year for that purpose, by plurality vote ofthe directors in
office immediately preceding the election. One director shall be elected at a membership meeting
as set forth in Article IV, Section 3 and Section 4 of these By-Laws. The number of directors in
office shall be fixed by resolution adopted by the Board of Directors in office immediately

preceding the election. Directors shall hold office until the expiration of their term. The term
shall be three (3) years.

(c) In a special meeting of the Board, following the adoption of these Bylaws, the
Board shall divide itself into two (2) groups of a maximum of seven (7) directors each and one
group of a maximum of six (6) directors. The terms of office for each group of directors shall be
staggered. The first group of directors shall hold office until the next following annual special

meeting of the Board, the second group shall hold office until the second following special annual
meeting of the Board and so on. The directors in each group shall hold office until the annual
meeting at which their terms expire and until their respective successors are elected and qualified.
Notwithstanding subsection (b), above, at each special annual meeting of the Board, a number of
directors shall be elected by the entire Board equal to the number ofdirectors whose terms shall
have expired at the time of such meeting.
Page 3 of 15

(d) Each Director including a Director elected to fill a vacancy or elected at a special
meeting, shall hold office until expiration of the term for which elected and until a successor has
been elected and qualified, or until his prior death, resignation, or removal.
Section 4. Restriction on Interested Directors

Not more than 49% ofthe persons serving on the Board ofDirectors at any time may be interested
persons. An interested person is 1) any person being compensated by the Corporation for services
rendered to it within the previous 12 months, whether as a full-time or part-time employee,
independent contractor, or otherwise, excluding any reasonable compensation paid to a director as
Director; and 2) any brother, sister, ancestor, descendant, spouse, or in-law of such person. Any
violation ofthe provisions ofthis paragraph shall not, however, affect the validity or enforceability
of any transaction entered into by the Corporation.
Section 5. Chairman

The Chairman shall preside at meetings of the Board of Directors and exercise and perform such
other powers and duties as may be from time to time assigned to him or her by the Board of
Directors or prescribed by these By-Laws. If there shall be no Chairman, or the Chairman shall
be absent, then the President/CEO shall preside, and in the Chairman's absence, a Chairman
chosen by the Directors present shall preside.
Section 6. Vacancies

A vacancy on the Board of Directors shall occur in the event of the death, resignation,
disqualification, or inability to act of any director, or any increase in the number ofdirectors.
Vacancies in the Board of Directors shall be filled for the unexpired portion of the term by a
majority vote of the remaining Directors then in office, though less than a quorum, or by the sole
remaining director, at any regular meeting or special meeting of the Board of Directors called for
that purpose.

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 7. Removal

The Board of Directors may remove a director without cause by majority vote. A director also
may be removed by action of the Board of Directors if the director has been declared of unsound
mind by a final order ofcourt or convicted ofa felony or has been found by final order orjudgment
of any court to have breached a duty.
Section 8. Resignation

Any director may resign effective upon giving written notice to the Chairman of the Board, the
President/CEO, the Secretary, or the Board of Directors. Such resignation will take effect upon
receipt thereof, or at a time indicated in the letter, and the acceptance of such resignation shall not
Page 4 of 15
XAWDocs\Clients\CSR3012\002\00125302.DOCX

be necessary to make it effective. Ifthe resignation of a director is effective at a future time, the
Board of Directors may elect a successor to take office as ofthe date when the resignation becomes
effective. No Director may resign if the Corporation would then be left without at least one
director in charge of its affairs.
Section 9. Place of Meetings: Meeting by Telecommunications

(a) Annual meetings of the Board of Directors shall be held at any place designated by
resolution of the Board. In the absence of such resolution, annual meetings of the Board shall be

held at the principal executive office of the Corporation. Special meetings of the Board 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 executive office of the Corporation. Notwithstanding the above
provisions of this Section, a regular or special meeting of the Board of Directors may be held at
any place consented to in writing by all Board members, either before or after the meeting. If

consents are given, they shall be filed with the minutes of the meeting.
(b) Any meeting, regular or special, may be held by conference telephone or similar
communication equipment, so long as all Directors participating in such meeting can hear one
another, and all such Directors shall be deemed to have been present in person at such meeting, in
the following manner: 1) Each member participating in the meeting can communicate with all of
the other members concurrently; 2) each member is provided the means of participating in all
matters before the Board, including the capacity to propose action or object to proposed action to
be taken by the Corporation; and 3) the Corporation has some means of verifying that at least one

participant is a director or otherwise entitled to participate in the Board meeting and all actions of
and votes by the Board are taken and cast only by Directors.
Section 10. Annual and Regular Meetings: Notice

(a) A regular annual meeting of the Board of Directors shall be held for the purpose of
organization, the election of officers, and the transaction of other business. The annual meeting

may be held at such place and time as the Directors may determine. Minutes of any meeting of
the Board, or any committee thereof, shall be maintained by the Secretary or other officer
designated for that purpose pursuant to Cal. Corp. Code 1500.
(b) The Board of Directors, from time to time, may provide by resolution for the
holding o f other regular meetings of the Board o f Directors, and may fix the time and place
thereof. Such meetings may be held without notice, provided the time and place of said meeting

has been fixed by the Board of Directors, and further provided that any change in time or place
shall be given to all Directors.
Section 11. Special Meetings: Notice

(a) Special meetings of the Board of Directors shall be held whenever called by the
Chairman of the Board, the President/CEO, the Vice President, the Secretary, or any two Directors

at such time and place as may be specified in respective notices. The notice shall specify the time
and place for the meeting, although it need not specify the place ofthe meeting ifthe meeting is to
be held at the principal executive office of the Corporation. The notice need not specify the

purpose of the meeting.

Page 5 of 15
X:\WDocs\Clients\CSR3012\002\00125302.DOCX

(b) Except as otherwise required by statute, notice of special meetings shall be mailed
directly to each Director, addressed to him or her at this or her residence or usual place of business,
at least four days before the day on which the meeting is to be held, or shall be sent by telegram
radio, cable, telephone, email, or personal delivery no later than 48 hours prior to the time of the
holding of the meeting.
Section 12. Quorum and Adiournments

(a) At all meetings of the Board of Directors, the presence of a majority of authorized

Directors constitutes a quorum for the transaction of business, except as otherwise provided by
law, by the Certificate of Incorporation, or by these By-Laws. Every act or decision done or made
by a majority ofthe Directors present at a meeting duly held at which a quorum was present shall

be regarded as an act of the Board of Directors, subject to the provisions of California Nonprofit
Public Benefit Corporations Law relating to approval of contracts or material financial interest,

appointment of committees, and indemnification of directors. A meeting at which a quorum is

initially present may continue to transact business notwithstanding the withdrawal of Directors, if

any action taken is approved by at least a majority of the required quorum for that meeting.
(b) A majority of the Directors present at the time and place of any regular or special
meeting, although less than a quorum, may adjourn the same from time to time without notice,

until a quorum shall be present. If the original meeting is adjourned for more than 24 hours,
notice of any adjournment to another time and place shall be given, before the time of the

adjournment, to the Directors who were not present at the time of the adjournment.
Section 13. Waiver of Notice

Notice of a meeting need not be given to any director who, either before or after the meeting, signs

a waiver of notice, a written consent to the holding of the meeting, or an approval of the minutes of
the meeting. The waiver ofthe notice or consent need not specify the purpose of the meeting. All
such waivers, consents, and approvals shall be filed with the corporate records or made part ofthe
minutes ofthe meetings. Notice of a meeting need not be given to any director who attends the
meeting and who, before or at the beginning of the meeting, does not protest the lack of notice to
him or her.

Section 14. Actions by the Board

(a) At all meetings of the Board of Directors, each Director present shall have one vote.
Except as otherwise provided by statute, by the Certificate of Incorporation, or by these By-Laws,
the action of a majority of the Directors present at any meeting at which a quorum is present shall
be the act of the Board of Directors.

Section 15. Directors Acting by Unanimous Written Consent

Any action required or permitted to be taken by the Board of Directors may be taken without a
meeting with the same force and effect as iftaken by unanimous vote of the Board ofDirectors, if
authorized by a writing signed individually or collectively by all members of the Board. Such
consent shall be filed with the regular minutes ofthe Board. The consent of a Director who has a

material financial interest in a transaction to which the Corporation is a party, and who is an
Page 6 of 15

interested person as defined in Section 4 of this Article and Cal. Corp. Code 5233, shall not be
required for approval of that transaction.
Section 16. Fees and Compensation of Directors

Directors and members of committees may receive such compensation, if any, for their services,
and such reimbursement of expenses, as may be determined by resolution of the Board of
Directors to be just and reasonable.
Section 17. Committees

The Board of Directors, by resolution adopted by a majority of the entire Board with a quorum
present, may from time to time designate from among its members an executive committee and

such other committees, and alternate members thereof, as it may deem desirable, with such powers
and authority as may be provided in the resolution. Each committee shall have one or more
directors as members and shall serve at the pleasure ofthe Board. Pursuant to Cal. Corp. Code
5212, no committee may: 1) approve of any action for which approval by the members or a
majority of all members is required; 2) fill vacancies on the Board or any committee; 3) fix
compensation for Directors; 4) amend or repeal the By-Laws or adopt new by-laws; 5) amend or
repeal any resolution of the Board which by its express terms is not so amendable or repealable; 6)
appoint committees or members of committees; 7) spend corporate funds to support a nominee for
director when there are more nominees than positions to fill; and 8) approve any self-dealing
transaction.

Section 18. Meetings and Action of Committees

Meetings and action of committees shall be governed by the provisions of this Article concerning
meetings of Directors, with such changes in the context ofthose By-Laws 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 by resolution of the committee.
Section 19. No Liability of Directors

No Director shall be personally liable for the debts, liabilities, or obligations ofthis corporation.
The Directors of this corporation shall have no liability for dues or assessments.
ARTICLE VI
OFFICERS

Section 1. Officers

The principal officers of the Corporation shall consist of a President (or Chief Executive Officer),
a Vice President, a Secretary, and a Treasurer (or Chief Financial Officer). The Corporation may
also have, at the discretion of the Board of Directors, a chairman ofthe board and one or more
vice-presidents, and other officers as the Board of Directors may from time to time deem

advisable. Any number of offices may be held by the same person, except that neither the
secretary nor the Treasurer/CFO may serve concurrently as either the President/CEO or the
Page 7 of 15

Chairman of the Board.

Section 2. Election of Officers

The principal officers of the Corporation, except such officers as may be appointed in accordance
with the provisions of Section 4 of this article, shall be chosen by the Board of Directors, at a
special meeting of the Board called forthat purpose, and each shall serve subject to the rights, if
any, of an officer under any contract of employment.
Section 3. Term of Office

Each officer shall hold office until the next special meeting ofthe Board of Directors called for the
purpose of appointing a successor, and until his successor shall have been elected and qualified, or
until his death, resignation, or removal.
Section 4. Appointment of Other Officers

The Board of Directors may appoint or may empower the President/CEO to appoint such officers
(other than the principal officers) as the business of the Corporation may require, each of whom
shall hold office for such period, have such authority and perform such duties as are provided in
the By-Laws or as the Board ofDirectors may from time to time determine.
Section 4.1. Responsibilities of Officers: Chairman ofthe Board

If a Chairman of the Board of Directorsis elected, he or she shall preside at board meetings and
shall exercise and perform such other powers and duties as the board may assign form time to time.
If there is no President/CEO, the Chairman of the Board shall also be the Chief Executive Officer
and shall have the powers and duties of the President/CEO of the Corporation set forth in these
By-Laws.

Section 4.2. Responsibilities of Officers: President/CEO

Subject to such supervisory powers as the board may give to the Chairman ofthe Board, if any, and
subject to the control ofthe board, the President/CEO shall be the general manager ofthe
Corporation's activities, affairs, and officers. The President/CEO shall preside at all members'
meetings and, in the absence of the chairman of the board, or if none, at all board meetings. The
President/CEO shall have such other powers and duties as the Board or By-Laws may require.
Section 4.3. Responsibilities of Officers: Vice Presidents

If the President/CEO is absent or disabled, the Vice Presidents, if any, in order of their rank as
fixed by the board, or, if not ranked, a Vice President designated by the board, shall perform all
duties of the President/CEO. When so acting, a Vice president shall have all powers of and be
subject to all restrictions on the President/CEO. The Vice Presidents shall have such other
powers and perform such other duties as the board of the By-Laws may require.
Section 4.4. Responsibilities of Officers: Secretary

The Secretary shall keep or cause to be kept, at the Corporation's principal office or such other
Page 8 of 15

place as the board may direct, a book of minutes of all meetings, proceedings, and actions of the

Board, o f committees of the Board, and of members' meetings. The minutes of meetings shall
include the time and place that the meeting was held; whether the meeting was annual, general, or
special, and if, special, how authorized; the notice given; and the names of the persons present at
Board and committee meetings.

The Secretary shall keep or cause to be kept, at the principal California office, a copy of the
Articles of Incorporation and By-Laws, as amended to date.

The Secretary shall give, or cause to be given, notice of all meetings of the board, and of

committees of the Board that these By-Laws require to be given. The Secretary shall keep the
corporate seal, if any, in safe custody and shall have such other powers and perform such other
duties as the Board or the By-Laws may require.
Section 4.5. Responsibilities of Officers: Treasurer/CFO

The Treasurer/CFO shall keep and maintain, or cause to be kept and maintained, adequate and
correct books and accounts of the Corporation's properties and transactions. The Treasurer/CFO

shall send or cause to be given to the members and directors such financial statements and reports
as are required to be given by law, by these By-Laws, or by the board. The books of account shall
be open to inspection by any director at all reasonable times.

The Treasurer/CFO shall (i) deposit, or cause to be deposited, all money and other valuables in the
name and to the credit of the Corporation with such depositories as the Board may designate; (ii)
disburse the Corporation's funds as the Board may order; (iii) render to the President/CEO,
Chairman of the Board, if any, and the Board, when requested, an account of all transactions as
Treasurer/CFO and of the financial condition of the Corporation; and (iv) have such other powers
and perform such other duties as the Board or the By-Laws may require.
If required by the board, the Treasurer/CFO shall give the Corporation a bond in
the amount and with the surety or sureties specified by the Board for faithful performance of the
duties of the office and for restoration to the Corporation of all of its books, papers, vouchers,
money, and other property of every kind in the possession or under the control of the
Treasurer/CFO on his or her death, resignation, retirement, or removal from office.
Section 5. Resignation

Any officer may resign at any time by giving written notice of such resignation to the Corporation.
Unless otherwise specified in such written notice, such resignation shall take effect upon receipt
thereof by the Board of Directors by such officer, and the acceptance of such resignation shall not
be necessary to make it effective. Any resignation is without prejudice to the rights, if any, of the
Corporation under any contract to which the officer is a party.
Section 6. Removal

Subject to the rights, if any, of an officer under any contract of employment, any officer may be
removed, with or without cause, by a majority of the Directors at that time in office, at any regular
or special meeting of the Board, or, excepting the case of an officer chosen by the Board of
Directors, an officer may be removed by any officer upon whom such power of removal may be
Page 9 of 15

conferred by the Board o f Directors.

Section 7. Vacancies

A vacancy in any office by reason of death, resignation, inability to act, disqualification, or any
other cause, may at any time be filled for the unexpired portion of the term only by the manner

proscribed in these By-Laws for regular appointments to such office. Vacancies need not be
filled on an annual basis.

Section 8. Duties of Officers

Officers of the Corporation shall, unless otherwise provided by the Board of Directors, each have
such powers and duties as generally pertain to their respective offices as well as such powers and
duties as may be set forth in these By-Laws, or may from time to time be specifically conferred or
imposed by the Board of Directors. The President/CEO shall be the chief executive officers of
the Corporation.
ARTICLE VII

CONTRACTS WITH DIRECTORS AND OFFICERS

Section 1.

No contract or other transaction between this Corporation and any other Corporation shall be

impaired, affected or invalidated, nor shall any Director be liable in any way by reason of the fact
that any one or more of the Directors of this Corporation is or are interested in, or is a director or
officer, or are directors or officers of such other Corporation, provided that such facts are disclosed
or made known to the Board ofDirectors.

Section 2.

The Board of Directors may authorize any officer or agent to enter into any contract or execute any
instrument in the name of and on behalf of this corporation, and such authority may be general or
confined to specific instances; and unless so authorized by the Board of Directors, no officer,

agent, or employee shall have any power or authority to bind this corporation by any contract or
engagement or to pledge its credit or to render it liable for any purpose or in any amount.
Section 3.

No director of this Corporation nor any other corporation, firm, association, or other entity in

which one or more of this Corporation's directors have a material financial interest, shall be
interested directly or indirectly, in any contract or transaction, unless, (a) the material facts
regarding that director's financial interest in such contract or transaction or regarding such
common directorship, officership, or financial interest are fully disclosed in good faith and noted
in the minutes, or are known to all members of the board prior to the board's consideration of such
contract or transaction; (b) such contract or transaction is authorized in good faith by a majority of
the board by a vote sufficient for that purpose without counting the votes of interested directors; (c)
before authorizing or approving the transaction, the board considers and in good faith decides after

reasonable investigation that the Corporation could not obtain a more advantageous arrangement
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with reasonable effort under the circumstances; and (d) the Corporation for its own benefit enters
into the 1ransaction, which is fair and reasonable to the Corporation at the time the transaction is
entered into.

This Section does not apply to a transaction that is part of an educational or charitable program of
this Corporation if it (a) is approved or authorized by the Corporation in good faith and without
unjustified favoritism and (b) results in a benefit to one or more directors their families because
they are in the class of persons intended to be benefitted by the educational or charitable program
of this Corporation.
ARTICLE VIII

LOANS

This Corporation shall not lend any money or property to or guarantee the obligation of any
director or officer without the approval of the California Attorney General; provided, however,
that the Corporation may advance money to a director or officer of the Corporation for expenses
reasonably anticipated to be incurred in the performance of his or her duties if that director or

officer would be entitled to reimbursement for such expenses by the Corporation.

ARTICLE IX

FISCAL YEAR

The Corporation's financial records shall be kept on a calendar year basis, each fiscal year ending
on December 31.

ARTICLE X

INDEMNIFICATION AND INSURANCE

Section 1. Indemnification by Corporation

(a) To the fullest extent permitted by law, this Corporation may/shall indemnify its

directors, officers, employees, and other persons described in Cal. Corp. Code 5238(a), including
persons formerly occupying any such positions, against all expenses, judgments, fines,
settlements, and other amounts actually and reasonably incurred by them in connection with any
"proceeding," as that term is used in that section, and including an action by or in the right of the
Corporation, by reason of the fact that the person is or was a person described in that section.

"Expenses," as used in this By-Law, shall have the same meaning as in that section of the
Corporations Code.
(b) The foregoing right of indemnification shall not be deemed exclusive of any other
rights to which an officer or director or employee may be entitled apart from the provisions ofthis
section.

(c) The amount of indemnity to which any officer or any director may be entitled shall

be fixed by the Board of Directors, except that in any case where there is no disinterested majority
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of the Board available, the amount shall be fixed by arbitration pursuant to the then existing rules
of the American Arbitration Association.
Section 2. Insurance

This Corporation shall have the right, and shall use its best effort, to purchase and maintain
insurance to the full extent permitted by law on behalf of its officers, directors, employees, and
other agents, to cover any liability asserted against or incurred by any officer, director, employee,
or agent in such capacity or arising from the officer's, director's, employee's, or agent's status as
such.

Section 3. Actions for Self-Dealing

(a) This Corporation shall indemnify any person who was or is a party, or is threatened
to be made a party, to any proceeding other than actions brought by, or on behalf of, this

Corporation, or by an officer, director, or person granted relator status by the Attorney General, or

by the Attorney General on the ground that the defendant director was or is engaging in
self-dealing within the meaning of Cal. Corp. Code 5233 or by the Attorney General for any
breach of duty relating to assets held in charitable trust, by reason of the fact that such person is or
was an agent of this Corporation, for all expenses, judgments, fines, settlements, and other
amounts actually and reasonably incurred in connection with the proceeding.
(b) The indemnification granted is conditioned on the following:

(i) The agent seeking reimbursement must be found, in the manner provided
below, to have acted in good faith, in a manner he believed to be in the best interest
of this Corporation and with such care, including reasonably inquiry, as an
ordinarily prudent person in a like position would use in similar circumstances. In
the case of a criminal proceeding, the person must have had no reasonable cause to
believe that his conduct was unlawful.

(c) The determination that the agent did act in good faith shall be made by:
(i) The Board of Directors by a majority vote of a quorum consisting of
directors who are not parties to the proceeding; or

(ii) The court in which the proceeding is or was pending. Such determination
may be made on application brought by this Corporation or the agent or the
attorney, whether or not the application by the agent or attorney is opposed by this
Corporation.

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ARTICLE XI

CORPORATE RECORDS AND REPORTS

Section 1. Records

The Corporation shall keep and maintain books and records ofaccount that reasonably set forth the
assets and liabilities, income and expenses of the Corporation and disclose the accounting basis
used. The Corporation shall keep written minutes of the proceedings ofthe Corporation's Board
and committees; a record of Directors, giving their names and addresses, shall also be kept; and at
its principal office, the original or a copy ofthe By-Laws, amended to date. All such books,
records, and accounts shall be kept at the Corporation's principal executive office in the State of
California, as fixed by the Board of Directors from time to time, or shall be kept at such place or
places as designated by the Board of Directors. Such records shall be open to inspection by every
Director. Such inspection may be made in person or by an agent or attorney, and shall include the
right to copy and make extracts.
Section 2. Annual Report to Directors

Not later than 120 days after the close ofthe Corporation's fiscal year, the Board may cause an
annual report to be sent to the Directors. This annual report will not be required, but may be
requested, if the Corporation receives less than $25,000 in gross receipts during the fiscal year.
Such report shall contain the following information in reasonable detail:
(a) The assets and liabilities, including the trust funds, of the Corporation as ofthe end

of the fiscal year;

(b) The principal changes in assets and liabilities, including trust funds, during the
fiscal year;

(c) The revenue or receipts of the Corporation, both unrestricted and restricted to
particular purposes, for the fiscal year;
(d) The expenses or disbursements of the Corporation, for both general and restricted
purposes, during the fiscal year;
(e) If the Corporation solicits, in writing, contributions from 500 or more persons, it

need not send this report as long as it complies with Cal. Corp. Code 6321(f); and
(f) Any information required by Article XI, Section 4, below.
Section 3. Annual Statement of Certain Transactions and Indemnifications

No later than the time the Corporation gives its annual report, if any, and in any event no later than
120 days after the close ofthe Corporation's fiscal year, the Corporation shall prepare and deliver
to each director a statement ofthe amount and circumstances ofany transaction or indemnification
or the following kind:

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(a) Each transaction[, involving more than $50,000 or which was one of a number of
transactions with which the Corporation, its parent or its subsidiary was a party, and
in which either of the following had a direct or indirect financial interest:

(i) Any director or officer of the Corporation, its parent or subsidiary (a mere
common directorship shall not be considered such an interest); or
(ii) Any holder of more than 10% of the voting power ofthe Corporation, its
parent, or its subsidiary.

(b) Any indemnifications or advances aggregating more than $10,000 paid during the
fiscal year to any officer or director of the Corporation pursuant to Article IX
hereof, unless such indemnification has been approved by the Directors, pursuant
to Article X, Section 3(c)(ii).

If an annual report is given, this rep6rt shall be part of the annual report.
Section 4. Private Foundation Restrictions

This Corporation shall distribute its income for each taxable year at such time and in such manner

as not to become subject to the tax on undistributed income imposed by Internal Revenue Code
4942, shall not engage in any act of self-dealing as defined in Internal Revenue Code 4941(d),
shall not retain any excess business holdings as defined in Internal Revenue Code 4943(c), shall
not make any investments in a manner as to subject it to tax under Internal Revenue Code 4944,
and shall not make any taxable expenditures as defined in Internal Revenue Code 4945(d).
ARTICLE XII

AMENDMENTS TO BY-LAWS

The By-Laws may not be amended to include any provision that conflicts with law or with the

Corporation's Articles. The Board of Directors shall have power to make, adopt, alter, amend,
and repeal, from time to time, the By-Laws of the Corporation, except that the Board of
Directors shall have no power to change the quorum for meetings of the Board of Directors, or to
change any provisions of the By-Laws with respect to the removal of directors.

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ARTICLE X[Il
CERTIFICATE

This is to certi13, that the foregoing is atrue copy of the Bylaws ofthe corporation named in the title

thereto and thatthese Bylaws, were duly adopted on 2 6 /Pi .

Secretary

Page 15 of 15
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Forrn

Application for Recognition of Exemption

Under Section 501 (a)

1024

(Rev. September 1998)

OMB No. 1545-0057

Department of the Treasury

If exempt status Is approved,

this application will be open

Internal Revenue Service

for public Inspection.

Read the instructions for each Part carefully. A User Fee must be attached to this application.

If the required information and appropriate documents are not submitted along with Form 8718 (with payment
of the appropriate user fee), the application may be returned to the organization.
Complete the Procedural Checklist on page 6 of the instructions.

Part I. Identification of Applicant (Must be completed by all applicants; also complete appropriate schedule.)
Submit only the schedule that applies to your organization. Do not submit blank schedules.

Check the appropriate box below to indicate the section under which the organization is applying:

a 0 Section 501(c)(2)-Title holding corporations (Schedule A page 7)

b. 0 Section 501(c)(4)-Civic leagues, social welfare organizations (including certain war veterans' organizations), or local associations of
employees (Schedule B, page 8)

c 0 Section 501(c)(5)-Labor, agricultural, or horticultural organizations (Schedule C, page 9)

d 0 Section 501(c)(6)-Business leagues, chambers of commerce, etc. (Schedule C, page 9)
e 0 Section 501(c)(7)-Social clubs (Schedule D, page 11)

f Il Section 501(c)(8)-Fraternal beneficiary societies, etc., providing life, sick, accident, or other benefits to members (Schedule E, page 13)
g 0 Section 501(c)(9)-Voluntary employees' beneficiary associations (Parts I through IV and Schedule F, page 14)
h Section 501(c)(10)-Domestic fraternal societies, orders, etc., not providing life, sick, accident. or other benefits (Schedule E, page 13)

i 0 Section 501(c)(12)-Benevolent life Insurance associations, mutual ditch or irrigation companies, mutual or cooperative telephone
companies, or like organizations (Schedule G. page 15)

j 0 Section 501(c)(13)-Cemeteries. crematoria, and like corporations (Schedule H, page 16)

k 0 Section 501(c)(15)-Mutual Insurance companies or associations, other than lire or marine (Schedule 1, page 17)

I Section 501(c)(17)-Trusts providing for the payment of supplemental unemployment compensation benefits (Parts I through IV and Schedule J, page 18)
m U Section 501(c)(19)-A post, organization, auxiliary unit, etc., of past or present members of the Armed Forces of the United States (Schedule K, page 19)
n Section 501(c)(25)-Title holding corporations or trusts (Schedule A, page 7)
2 Employer identification number (EIN) Of

la Full name of organization (as shown In organizing document)

none, see Specific Instructions on page 2)

90 1 0951412

Great Public Schools Los Angeles

3 Name and telephone number of person to be

1b c/o Name Of applicable)

contacted if additional information is needed

Room/Suite

1c Address (number and street)

Joseph A. Guardarrama

4050

777 S. Figueroa St.

ld City, town or post office, state, and ZIP + 4 If you have a foreign address, see Specific
Instructions for Part 1, page 2.

Los

Angeles,

CA

90017

4 Month the annual accounting period ends 5

le Web site address

01/17/2014

December

None

213 ) 452-6545
Date incorporated or formed

6 Did the organization previously apply for recognition of exemption under this Code section or under any other section of the Code? D Yes No
If "Yes," attach an explanation.

7 Has the organization filed Federal income tax returns or exempt organization information returns? ....... 0 Yes No
If "Yes," state the form numbers, years filed, and Internal Revenue office where filed.

8 Check the box for the type of organization. ATTACH A CONFORMED COPY OF THE CORRESPONDING ORGANIZING DOCUMENTS TO
THE APPLICATION BEFORE MAILING.

a 0 Corporation- Attach a copy of the Articles of Incorporation (including amendments and restatements) showing approval by the
appropriate state official: also attach a copy of the bylaws.
b Trust-

Attach a copy of the Trust Indenture or Agreement, including all appropriate signatures and dates.

c D Association- Attach a copy of the Articles of Association, Constitution, or other creating document with a declaration (see instructions) or
other evidence that the organization was formed by adoption of the document by more than one person. Also Include a copy
of the bylaws.

If this is a corporation or an unincorporated association that has not yet adopted bylaws, check here ..... #0
I declare under the venalties of peijury that I am authorized to sign this application on behalf of the above organization, and that I have examined

this application,IMEi@ing the acpanying schedules and attachments, and to the best of my knowledge it is true. correct and complete

:=SE ---71 /

Dan Chang, President

HERE

(Type or print name and title or authority of slgner)

,*/>(Sign*re)

For Paperwork Redderibn AerT1!sp:'see page 5 of the instructions.

--2*1-

Form 1024 (Rev. 9-98)

page 2

Part 11. Activities and Operational Information (Must be completed by all applicants)
1 Provide a detailed narrative description of all the activities of the organization-past, present, and planned. Do not merely refer to or
repeat the language in the organizational document List each activity separately in the order of importance based on the relative time and
other resources devoted to the activity. Indicate the percentage of time for each activity. Each description should include, as a minimum,
the following: (a) a detailed description of the activity including its purpose and how each activity furthers your exempt purpose; (b) when
the activity was or will be initiated; and (c) where and by whom the activity will be conducted.
Please see attached.

2 List the organization's present and future sources of financial support, beginning with tile largest source first.

The organization has and will continue to obtain all of its financial support through contributions from stakeholders,
including nonprofit organizations, businesses and labor organizations.

Page 3

Form 1024 (Rev. 9-98)

Part 11. Activities and Operational Information (continued)

3 Give the following information about the organization's governing body:
a Names, addresses, and titles of officers, directors, trustees, etc,

Dan Chang - President

b Annual compensation
100,000.00

Susan Bloomfield - Director/Secretary/Treasurer

0.00

Frank Baxter - Director

0.00

Maria Casillas - Director

0.00

Sabrina Kay - Director

0.00

Address for all above:

777 S. Figueroa St., Ste. 4050

Los Angeles, CA 90017

4 If the organization is the outgrowth or continuation of any form of predecessor, state the name of each predecessor, the period during
which it was in existence, and the reasons for its termination. Submit copies of all papers by which any transfer of assets was effected.
N/A

5 If the applicant organization is now, or plans to be, connected in any way with any other organization, describe the other organization and
explain the relationship (e. g., financial support on a continuing basis; shared facilities or employees; same officers, directors, or trustees).
N/A

6 If the organization has capital stock issued and outstanding, state: (1) class or classes of the stock; (2) number and par value of the
shares; (3) consideration for which they were issued; and (4) if any dividends have been paid or whether your organization's creating instrument authorizes dividend payments on any class of capital stock.
N/A

7 State the qualifications necessary for membership In the organization, the classes of membership (with the number of members in each
class); and the voting rights and privileges received. If any group or class of persons is required to join, describe the requirement and
explain the relationship between those members and members who Join voluntarily. Submit copies of any membership solicitation material.
Attach sample copies of all types of membership certificates issued.

Please see Bylaws, Article IV.

8 Explain how your organization's assets will be distributed on dissolution.

Assets will be distributed to other nonprofit 501(c)(4) organizations pursuant to provisions in the organization's
Articles of Incorporation.

page 4

Form 1024 (Rev. 9-98)

Part 11. Activities and Operational Information (continued)

9 Has the organization made or does it plan to make any distribution of its property or surplus funds to shareholders or
members?

.................................

U Yes No

If "Yes,- state the full details, including: (1) amounts or value; (2) source of funds or property distributed or to be
distributed; and (3) basis of, and authority for, distribution or planned distribution.

10 Does, or will, any part of your organization's receipts represent payments for services performed or to be performed?.

E Yes 0 No

If "Yes," state in detail the amount received and the character of the services performed or to be performed.

11 Has the organization made. or does it plan to make, any payments to members or shareholders for services performed

or to be performed? . . . .

.... ...... ...... ...

E Yes 0 No

If 'Yes, state in detail the amount paid, the character of the services, and to whom the payments have been, or will
be, made.

12 Does the organization have any arrangement to provide insurance for members, their dependents, or others (induding
provisions for the payment of sick or death benefits, pensions, or annuities)? . , . . . . . , , , . .

El Yes 0 No

If "Yes," describe and explain the arrangement's eligibility rules and attach a sample copy of each plan document and
each type of policy issued.

13 Is the organization under the supervisory jurisdiction of any public regulatory body, such as a social welfare agency,
etc.?.

.................................

Yes 0 No

If "Yes," submit copies of all administrative opinions or court decisions regarding this supervision, as well as copies of
applications or requests for the opinions or decisions.

14 Does the organization now lease or does it plan to lease any property?..,,..,..,,,... 3 Yes No
If "Yes," explain in detail, Include the amount of rent, a description of the property, and any relationship between the
applicant organization and the other party. Also, attach a copy of any rental or lease agreement (If the organization is
a party, as a lessor, to multiple leases of rental real property under similar lease agreements, please attach a single
representative copy of the leases.)

15 Has the organization spent or does it plan to spend any money attempting to influence the selection, nomination, election,

or appointment of any person to any Federal, state, or local public office or to an office in a political organization?.. 0 Yes Il No
If "Yes," explain In detail and list the amounts spent or to be spent in each case.

The organization may spend a small percentage of its funds on the administrative costs associated with establishing
and maintaining a separate segregated fund committee registered with the California Secretary of State that will
support state and local candidates for office who are supportive of the organization's mission. The separate

segregated fund committee will raise its own separate revenue to fund said political activity.

16 Does the organization publish pamphlets, brochures, newsletters, Journals, or similar printed material?
If "Yes," attach a recent copy of each.

El Yes 0 No

page 5

Form 1024 (Rev. 9-98)

Part 111. Financial Data (Must be completed by all applicants)

Complete the financial statements for the current year and for each of the 3 years immediately before it. If in existence less than 4 years. complete the
statements for each year in existence. if in existence less than 1 year, also provide proposed budgets for the 2 years following the current year.
A. Statement of Revenue and Expenses
(a) Current Tax Year

Revenue

2
3

2014

2015

(C)

2016

(d)

N/A

(e) Total

190,000

500,000

450,000

1,140,000

190,000

500,000

450,000

1,140,000

94,091

140,449

94,044

328,584

Gross amounts derived from activities related to

the organization's exempt purpose (attach

schedule) (Include related cost of sales on line 9.)
4

Gross amounts from unrelated business activities (attach schedule)

Gain from sale ofassets, excluding inventory items

(attach schedule) . . . . , . ....

Investment income (see page 3 of the instructions)
7

(to
0

Gross dues and assessments of members .

Gross contributions, gifts, etc. . . . . .

for Next 2 Years

2014

From
To

3 Prior Tax Years or Proposed Budge

Other revenue (attach schedule). . . .

Total revenue (add lines 1 through 7} . . .

Expenses
9

Expenses attributable to activities related to the

organization's exempt purposes. .....

10

Expenses attributable to unrelated business activities

11

Contributions, gifts, grants, and similar amounts

paid (attach schedule). . . . . . . .

12

Disbursements to or for the benefit of members (attach schedule)

13

Compensation of officers. cffectors. and trustees (attach schedule)

14
15

Other salaries and wages. . . . . . .

Interest

......

Occupancy . ..... ......

17

Depreciation and depletion .......

18

Other expenses (attach schedule) .....

20

Total expenses (add lines 9 through 18) .

19)

137,510

300,890

161,570

165,609

372,828

1,711

7,538

7,832

17,081

11,770

31,910

34,494

78,174

182,446

475,623

439,489

1,097,558

7,554

24,377

10,511

42,442

Excess of revenue over expenses Oine 8 minus

line

134,156

......

16

19

29,225
45,649

........

B. Balance Sheet (at the end of the period shown)

Curr ent Tax Year

Assets
1
2
3

4
5
6
1
8
9
10
11

Cash.

........

Accounts receivable, net . . . . . . . . .

Inventories

.............

Bonds and notes receivable (attach schedule)

Corporate stocks (attach schedule). . .

Mortgage loans (attach schedule) . . . . .

Other investments (attach schedule) . . . .

Depreciable and depletable assets (attach schedule)

Land.

.....

.......

Other assets (attach schedule) . . . .

Total assets . . . . . . . . . ..

as o

4/16/14

79,089

10

11

79,089

Liabilities
12
13

Accounts payable . . ........

Contributions, gifts, grants, etc., payable . .

12

13

14

Mortgages and notes payable (attach schedule) . 14 0

15

Other liabilities (attach schedule) . . .

16

Total liabmties. . . . . . . . . . . . . . . ...............

17

Total fund balances or net assets . . . . . . . . . . ...............

15

16

Fund Balances or Net Assets

18

17 79,089
Total liabilities and fund balances or net assets (add line 16 and line 17) . . . . . . . . . . . 18 79,089

If there has been any substantial change in any aspect of the organization's financial activities since the end of the period shown above,
,0
check the box and attach a detailed explanation . . . . . . . . . . . , . . . , . . . ......

page 8

Form 1024 (Rev. 9-98)

Organizations Described in Section 501(c)(4) (Civic leagues, social welfare organizations

(including posts, councils, etc., of veterans' organizations not qualifying or applying for
exemption under section 501(c)(19 or local associations of employees.)
1 Has the Internal Revenue Service previously issued a ruling or determinaiion letter recognizing the applicant organization
(or any predecessor organization listed in question 4, Part 11 of the application) to be exempt under section 501(c)(3) and
later revoked that recognition of exemption on the basis that the applicant organization (or its predecessor) was carrying

on propaganda or otherwise attempting to influence legislation or on the basis that it engaged in political activity?. . Yes No
If 'Yes," indicate the earliest tax year for which recognition of exemption under section 501(c)(3) was revoked and the
IRS district omce that issued the revocation.

2 Does the organization perform or plan to perform (for members, shareholders, or others) services, such as maintaining
the common areas of a condominium; buying food or other items on a cooperative basis; or providing recreational facilities 0 Yes 0 No
or transportation services, job placement, or other similar undertakings?. . ........ .....
If "Yes," explain the activities in detail, including income realized and expenses incurred. Also, explain in detail the nature
of the benefits to the general public from these activities, (lf the answer to this question is explained in Part 11 of the
application (pages 2, 3, and 4), enter the page and item number here.)

3 If the organization is claiming exemption as a homeowners' association, is access to any property or facilities it owns

or maintains restricted in any way? . . . , . . . . , . . . . . . . . . . . . . . , . .

Yes Z No

If "Yes," explain.

4 If the organization is claiming exemption as a local association of employees, state the name and address of each employer whose employees
are eligible for membership In the association. If employees of more than one plant or office of the same employer are eligible for membership,
give the address of each plant or office,
N/A

Attachment to Form 1024 - Great Public Schools Los Angeles - EIN 46-4553365
Part II, Line 1:

Great Public Schools Los Angeles ("GPS:LA") is a social welfare organization whose mission is
to inspire and empower a sustainable movement of Angelenos who set the course for great public
schools in LA. GPS:LA works to increase grassroots participation in local public education
policy, train high potential leaders and advocate for policies that drive student success in Los
Angeles. The organization accomplishes its mission through the planned activities described
below.

The GPS:LA Grassroots Advocacy Network. GPS:LA will create the Grassroots Advocacy

Network ("GAN") to empower parents and school stakeholders to have a strong and meaningful
voice in matters of public education policy. Our fundamental belief is that Los Angeles public
schools will improve when more local residents become active in education policy decisions.
There are numerous ways that local residents can become involved in education policy, from
direct contact with their elected school board representative, to participating electorally to select

a representative that best supports local public schools. GAN will ensure that community
stakeholders are both well informed on public school policy and that have convenient access to
all the channels by which they can make their voices heard.

Programmatically, GAN uses a community organizing model to support its objectives. GPS:LA

will employ field organizers to speak directly with community constituents regarding public
education policy. Field organizers identify key opinion leaders within local neighborhoods and

empower those leaders to organize around key policy issues. GAN provides technical assistance
and support to neighborhood leaders in the form of: 1) Organizing assistance - GPS:LA field

organizers teach neighborhood leaders how to host meetings, discuss education policy, and how
to grow interest; and 2) Organizing tools - GPS:LA provides tools and resources (e.g., websites,
lists, software, equipment) to enable community leaders to organize more effectively.
GPS:LA encourages all neighborhood leaders it works with to create a membership-based

affiliation with GPS:LA. In other words, our hope is that each individual constituent that is
reached by a GPS:LA supported neighborhood leader would proactively opt to become an
official member of GPS:LA. While membership is not required, we believe that aggregating the

collective voice of community stakeholders will amplify the impact of our work. Through GAN,
we hope thousands of Los Angeles residents will project a clear, grassroots advocacy message
that will impact public education policy in the City. GAN is a program that will be initiated by
GPS:LA in 2014. The geographic scope ofthe program is the Los Angeles region. GPS:LA will
hire field organizers and fund the creation of organizing tools to ensure the program is

successful. The organization expects that between 60% to 80% of GPS:LA's time, resources
will be dedicated to GAN.

The GPS:LA Policy Scorecard. GPS:LA will work with other organizations to develop a policy
scorecard that rates local Los Angeles policy makers on key issues of importance to the
community. In Los Angeles, public education policy is typically decided by a locally elected
school board. In addition to the board members of the Los Angeles-area school district, senior

administrative staffmembers of a school district (e.g., the Superintendent) are also very
influential in guiding policy and implementation. GPS:LA's Policy Scorecard will provide nonpartisan, issues-based assessments on local public education policy. It will also research, record
and evaluate both the public comments and votes taken on public school policy by school board
members. Where relevant, the Policy Scorecard may also assess the recommendations of
individual members of a school district's senior administrative staff.

GPS:LA will employ a part-time policy coordinator to develop the Scorecard. The policy
coordinator will work with other organizations to analyze Los Angeles education policy. The
policy coordinator will also attend school board meetings to record votes and actions taken.
GPS:LA will publicize the Scorecard via online channels, through resources developed for the
GAN, and via active engagement with the print and traditional media. By providing the Policy
Scorecard to GPS:LA's members, GAN participants, and the general public, GPS:LA will
increase the public's general awareness and knowledge of effective policies that drive student
success. We anticipate the Policy Scorecard will represent an investment of between 10% - 30%
ofGPS:LA's time and resources.

Part III A, Financial Data, Line 18 - Other Expenses

Year

Insurance (D&0 and general liability)

2014

2015

2016

$2,160

$4,320.00

$4,320.00

$17,280.00

$17,280.00

Consulting (HR, audit, IT consulting for systems setup) $4,680

Technology (computers and software)

$3,698

$3,765.60

$3,817.44

Travel, Meals, Parking

$1,232

$6,544.80

$9,076.32

$11,770

$31,910

$34,494

Total

C.m 8718

User Fee for Exempt Organization

For

Determination Letter Request

(Rev. January 2010)

IRS

OMB No. 1545-1798 Control number

Use

Department of the Treasury

i Attach this form to determination letter application.

Internal Revenue Service

(Form 8718 is NOT a determination letter application.)

Only

Amount paid
User fee screener

2 Employer Identification Number

1 Name of organization

Great Public Schools Los Angeles

46:

4553365

Caution. Do not attach Form 8718 to an application for a pension plan determination letter. Use Form 8717 instead.
3 Type of request

Fee

a 0 Initial request for a determination letter for:

An exempt organization that has had annual gross receipts averaging not more than $10,000 during the
preceding 4 years or

A new organization that anticipates gross receipts averaging not more than $10,000 during its first 4 years I $400
Note. If you checked box 3a, you must complete the Certification below.
Certification

I certify that the annual gross receipts of

name of organization

have averaged (or are expected to average) not more than $10,000 during the preceding 4 (or the first 4) years of
operation.

Signature
bZ

Title

Initial request for a determination letter for:

An exempt organization that has had annual gross receipts averaging more than $10,000 during the preceding
4 years or

A new organization that anticipates gross receipts averaging more than $10,000 during its first 4 years . 4 $850

C0

Group exemption letters . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 $3,000

Instructions
The law requires payment of a user fee
with each application for a determination
letter. The user fees are listed on line 3

above. For more information, see Rev.

Proc. 2009-8; 2009-1 I.R.B. 229, or latest

annual update.
Check the box or boxes on line 3 for the

type of application you are submitting. If

you check box 3a, you must complete and
sign the certification statement that
appears under line 3a.

Attach to Form 8718 a check or money

order payable to the "United States

Treasury" for the full amount of the user

fee. If you do not include the full amount,

your application will be returned. Attach

Form 8718 to your determination letter
application.
Generally, the user fee will be refunded
only if the Internal Revenue Service
declines to issue a determination.

Where To File
Send the determination letter application

Internal Revenue Service

to a form or its instructions must be

P.O. Box 12192

retained as long as their contents may

Covington, KY 41012-0192

Who Should File

Organizations applying for federal income
tax exemption, other than Form 1023 filers.
Organizations submitting Form 1023
should refer to the instructions in that

application package.

become material in the administration of

any Internal Revenue law. The rules

governing the confidentiality of Form 8718
are covered in section 6104.

The time needed to complete and file

this form will vary depending on individual
circumstances. The estimated average time
is 5 minutes. If you have comments

concerning the accuracy of this time

Paperwork Reduction Act Notice. We ask
for the information on this form to carry out
the Internal Revenue laws of the United

States. If you want your organization to be

recognized as tax-exempt by the IRS, you

are required to give us this information. We

estimate or suggestions for making this

form simpler, we would be happy to hear
from you. You can write to the Internal
Revenue Service, Tax Products
Coordinating Committee,
SE:W:CAR:MP:T:T:SP, 1111 Constitution
Ave. NW, IR-6526, Washington, DC 20224.

need it to determine whether the

Do not send this form to this address.

organization meets the legal requirements

Instead, see Where To File above.

for tax-exempt status.

You are not required to provide the
information requested on a form that is
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unless the form displays a valid OMB

control number. Books or records relating

and Fonn 8718 to:

Cat. No. 64728Z

Form 8718 (1-2010)