Oakland Community Land Trust

RECESVED
Attorney General's Office
U \
JAN 1
Registry of Charitable Trusts INITIAL
P.O. Box 903447
Sacramento, CA 94203-4470 REGISTRATION FORM
Teieplione: (916) 445-2021
STATE OF CALIFORNIA
WEBSITE ADDRESS:
http://ag.ca.qov/charities/
OFFICE OF THE ATTORNEY GENERAL
REGISTRY OF CHARITABLE TRUSTS
(Government Code Sections 12580-12599.7)
NOTE: A $25.00 REGISTRATION FEE MUST ACCOMPANY THIS REGISTRATION FORM. MAKE CHECK PAYABLE TO
DEPARTMENT OF JUSTICE.
Pursuant 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 General, 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: Oakland Community Land Trust

The name of the organization should be the legal name as stated in the organization's organizing instrument (i.e., articles of
Incorporation, articles of association, or trust Instrument).
Official Mailing Address for Organization:
Address: 672 13th Street

City: Oakland
State: C A
ZIP Code: 9 4 6 1 2
Organization's telephone number: 5 1 0 - 8 9 3 - 2 4 0 4
Organization's e-mail address: anneg@Oakclt.Org

Organization's fax number: 5 1 0 - 8 9 3 - 6 6 5 7
Organization's website: W W W . O a k c l t . o r g
All organizations must apply for a Federal Employer Identification Number from the Internal Revenue Service, including
organizations that have a group exemption or file group returns.
Federal Employer Identification Number (FEIN): Group Exemption FEIN (if applicable):
32-0285788
All California corporations and foreign corporations that have qualified to do business in California will have a corporate
number. Unincorporated organizations are assigned an organization number by the Franchise Tax Board upon application for
,|i, California tax exemption.
Corporate or Organization Number: 0 3 1 0 7 4 3 7
CT-1 REGISTRATION FORM (6/2007)
^ i m m i f B
Names and addresses of ALL trustees or directors and officers (attach a list if necessary):
Name Junious Williams Position Chief Executive Officer

Address 6 7 2 1 3 t h S t r e e t
City Oakland State C A ZIP Code 94612

Name Steve King Position Treasurer/Secretary
Address 6 7 2 1 3 t h S t r e e t
City Oakland state C A ZIP Code 94612

Name Maya Dilliard Smith Position D i r e c t o r
Address8711 MacArthur Blvd.

Name Margaret Gordon Position D i r e c t o r
Address 1 7 4 7 1 4 t h S t r e e t

Name Eugene Smith
Address 111 Grand Avenue
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.
See attachments in Form 1023.
The organization will be required to file financial reports annually. All organizations must file the Annual Registration/Renewal
ifu ^ '"O"*'^® fifte®" tlays after the end of the organization's accounting period. Organizations
with $25,000 or more in either gross receipts or total assets are also required to file either the IRS Form 990, 990-EZ, or 990-PF
Forms can be found on the Charitable Trusts' website at http://aa.ca.aov/charities/.
If assets (funds, property, etc.) have been received, enter the date first received:
Registration with the Attorney
Date assets first received: "^QÔS/Og General Is required within thirty
days of receipt of assets.
What annual accounting period has the organization adopted?
• Fiscal Year Ending

June 30th
• Calendar Year

Attach your founding documents as follows:
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 Y e s E l No •
Date of application for Federal tax exemption:. 10/15/09
Date of exemption letter: 07/02/09 Exempt under Internal Revenue Code section 501(c).
If known, are contributions to the organization tax deductible? Yes B No •
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,
fundralsing counsel, or commercial coventurer? If yes, provide the name(s), address(es), and telephone number(s) of the
provlder(s):
Commercial Fundraiser Fundralsing Counsel • Commercial Coventurer | |
Name
Address
City State ZIP Code
Telephone Number
Commercial Fundraiser Q Fundraising Counsel Q Commercial Coventurer | |

Name
Address
City State ZIP Code

Telephone Number
Commercial Fundraiser I I Fundraising Counsel • Commercial Coventurer | |
Name
Address
City State ZIP Code

Telephone Number
I declare under p e ^ t y of perjury that I have examined this registration form, including accompanying documents, and to the best of my
knowledge and b^tie^ the fotpi-afnj ^leh-document are true, correct, and complete.
Signature. Anne Griffith 1/07/11

Title Date
If additional information is required, please refer to the Supervision of Trustees and Fundraisers for Charitable Purposes Act
(Government Code sections 12580-12599.7), the Administrative Rules and Regulations pursuant to the Act (California Code of
Regulations, Title 11, Sections 300-312.1).
If you have questions regarding registration, or need assistance, information is available on our website at
http://aq.ca.qov/charities/ or you can reach us by telephone at (916) 445-2021 or fax at (916) 444-3651.

3107^37
Secretary of State
I, D E B R A B O W E N , Secretary of State of t h e State of

California, hereby certify:
That the attached transcript page(s) has been compared

with the record on file in this office, of which it purports to be a copy and
that it is full, true and correct.
IN W I T N E S S W H E R E O F , i e x e c u t e t h i s
certificate and affix the Great Seal of the
State of California this day of
FEB 0 2 Z009
DEBRA B O W E N
Secretary of State
Sec/Slate Form CB-107 (REV 1/2007)

• — OSPOe 39734
ENDORSED - FILED
in the of the Secreta/y
oftheStateofCallfomIs
JAN 2 8 200«
ARTICLES OF INCORPORATION
OF
OAKLAND COMMUNITY LAND TRUST

Articli: I
Tlie name of tiiis airjioralinn is (Juklariil CoiiHnunity La/id Tnist.
Article li
This coqioraiioji i;; nonpmflt public benefit corporation, and is not organized for the
private gain of any person. This corporation is orgmiizerf under the Nonprofit Public
Benefit Corf>oration Laws for cJaariiable purposes. Tlie spccitic purposes for which this
coiporation h organi/.cd arc to acquirc, rchabilihitc, develop, and dispose of property
iociited in Alameda County, and cspcciolly in Oakland, CahTomia. to combat coinmunily
deterioration and to expand hoii.sing and economic development opporrunities for low
and moderate incwne residents throughout Aliunedu County, especially, Oakltind; lessen
the burdens o f federal, state and local government to provide affordable housins for l o w
and moderate, inconic residents o f AInmeda County, especially, l o w and moderate i n c o m e
residents of Oakland, Calif-bmia; support the development of businas.s facilities which
Kcr\.e l o w and moderate income residents in Alrmneda County, especially low and
moderate income residents o f Oakland, Califomia; promote neiuhborhood stability and
community mvolvement in the provision o f affordable home-ownership and equity-
sharing options: preserve (Jie quality o f life for residents throughout Alameda County,
w v h an emphasis on residents o f the City o f Oakland and; foster Icadcrehip through a
responsible and informed board o f community members; serve as a voice for Oakland's
low and moderate income community, and to scnê as a managing member or general
paiinei- o f ajiy hmited liability company or linut«I pi.rtnerabip organi/x>.J for purpose,
consistcnl with the purpo.scs o f tin's coiporation.
Article III
The name and address in Uie State of California of tbis corporation's initial agcnl for
s e m c c o f process is, Junio.is Williîms, c/o Uifeui Stratcjiicj,- Council 672 IS"'' StrceL
Oakland, California 94612. '
Arlicic IV
This coiporation is o r g a u i m l and operated exclusively for ehuntable and educational

piirpo.scs w.fhm t l i c m e a m n g of Scction of 501(c)(3) o f the internal Revenue Code.
Article V
ITie c(,n.oration shall not carry on any other activities not permitted to be earned on- 1)
Aniclc Vi
Nil buhatuiilinl pail ul'lhc activjlioi of lliis corpuratioii diall cuiisist o f carryiuu m
propaganda; or, otherwise atTcinpiina lo intliiencc legislation; and, the: corpuration iihali
nut parlicipiilc or iuicrvdrie iu any political cajupaigii (uicluding Ihe publiihing or
distribtition o f stateniejiits) on behalf of, or in opposition to, any candidate for public
office.
Article Vll
The properly of this coiporatioii is irrevocably dedicated to charitable and educatioiuil

jnirposes and no pan o f the net income or assets of the orgaiiization sliall ever iaure to the
bciictit o f any director, officej- or member thereof or to the benefit o f any private person.
Aniclc VlII
On the dissolution or winding up o f lliis corporation, its assets remaining afler payruejii
oi'or provision for payment of all debts ajid liabilities, shall be distributed to a nonprofit
fund, foundation, or ooqjoration which is orgaai'/ed and operated exclusively for
charitable: and educational purposes and which has established its lax-exempt status under
oectioa 501(c)(3) of tlie Internal Revenue Code.
Article IX
The narae of the existing unincoiporatcd ussooiiitiou now beiug incor|5or3icd bj' the filing
o f these articles is, Oaldajid Community L.and Trust.
Anue Griffitli, Inairp

DECLARATION
riie \iiKlersijai«d dccl;irc. under the penally of perjury under the Jaws o f fb<: Stnic of
t'alifornia, that they arc the Prc,sidcnt ;md Secretary, respectively, of ihc unincorporalcii
iiSKOcintion referred tci in tltc Articles of [ncoriôralion to which (his declaiaiioji is
iitlaciied., and (hat said association has duly authorized its iucoiporation by mcn>is of said
articles.
Date; -yiAîliA'.. .V':, 2 0 0 9
i u n ^ s Willinms. President
Andrew Nelson, Scerctnrv

STATE OF CALIFORNIA
DEPARTMENT OF FINANCIAL INSTITUTIONS
CERTIFICATE OF APPROVAL OF NAME
Pursuant to Section 3903 of the Financial Code, I. W I L L I A M 8. H A R A F ,
C o m m i s s i o n e r of Financial Institutions of the State of California, d o hereby a p p r o v e the
name "OAKLAND COMMUNITY LAND TRUST." as set forth in the attached Articles of
Incorporation of Oakland Community Land Trust.
Given under my hand and official seal this 29th day of January, 2009. in the City
and C o u n t y of San Francisco, State of California.
WILLIAM S. H A R A F
Commissioner of Financial Institutions
By
PATRICK C. C A R R O L L
Strategic Support M a n a g e r
BYLAWS
OF
A California Nonprofit Public Benefit Corporation
Adopted: May 22, 2009

Amended: July 28, 2009
Z;\Oakland CLTÔakCLT Corporate Docs\By-Laws\Oal<LCT ByLaws amended 7.28.09FINAL.doc

TABLE OF CONTENTS
ARTICLE 1: NAME 3
ARTICLE 2: PURPOSES 3
ARTICLE 3; PRINCIPAL OFFICE 4
ARTICLE 4: NONPARTISAN ACTIVITIES 4
ARTICLE 5: DEDICATION OF ASSETS 4
ARTICLE 6: MEMBERSHIP 4
ARTICLE 7: BOARD OF DIRECTORS 4
ARTICLE 8: STANDARD OF CARE
ARTICLE 9: CONFLICT OF INTEREST POLICY 11
ARTICLE 10 INDEMNIFICATION
ARTICLE 11: COMMITTEES AND ADVISORY BOARDS
ARTICLE 12: OFFICERS
ARTICLE 13: EXECUTION OF CORPORATE INSTRUMENTS 20
ARTICLE 14: RECORDS AND REPORTS 20
ARTICLE 15: STEWARDSHIP OF LAND 21
ARTICLE 16: OWNERSHIP OF HOUSING AND OTHER IMPROVEMENTS LOCATED ON THE
CORPORATION'S LAND, AND LIMITATIONS ON RESALE 22
ARTICLE 17: AMENDMENT OFARTICLES OF INCORPORATION AND BYLAWS 23
ARTICLE 18: DISSOLUTION 23
ARTICLE 19: FISCAL YEAR 24
ARTICLE 20: CORPORATE SEAL 24
ARTICLE 21: CONSTRUCTION AND DEFINITIONS 24

ARTICLE 1: NAME
The name of this corporation is Oakland Community Land Trust (the "Corporation").
ARTICLE 2: PURPOSES
A. The Corporation is a nonprofit public benefit corporation organized for charitable

purposes, and is not organized for the private gain of any person. The specific purposes for
which the Corporation is organized are to:
1. Acquire, rehabilitate, develop, and dispose of property located in Alameda
County, and especially in Oakland, California;
2. Combat community deterioration and to expand housing and economic

development opportunities for low and moderate income residents throughout
Alameda County, especially in Oakland, California;
3. Lessen the burdens of federal, state and local government to provide
permanently affordable housing for low and moderate income residents of
Alameda County, especially low and moderate income residents of Oakland
California;
4. Support the development of business facilities which serve low and moderate
income residents in Alameda County, especially low and moderate income
residents of Oakland, California;
5. Promote neighborhood stability and community involvement in the provision of

permanently affordable homeownership and equity-sharing options;
6. Preserve the quality of life for residents throughout Alameda County, with an
emphasis on residents of the City of Oakland;
Foster leadership through a responsible and informed board of community
members;
8. Serve as a voice for Oakland's low and moderate income community, and
9. Serve as a managing member or general partner of any limited liability company
Srporafio^n organized for purposes consistent with the purposes of this
inrfH^nfoi f f o r m e d for the purpose of performing all things

nurnn.?J M ^P^T'^^® ^^^ achievement of the foregoing specific and primary
^ r S t i . e'^'êpt to an insubstantial degree, engage in
pu?pSs ^"^herance of its primary charitable
rnnW^H Corporation shall hold and may exercise all such powers as may be
conferred upon a nonprofit corporation by the laws of the State of California and as may be
necessary or expedient for the administration of the affairs and attainment of the p u r p o L s
of the Corporation. In no event shall the Corporation engage in activities which a?e not
3
permitted to the be carried out by a corporation exempt under Section 501(c)(3) of the
Internal Revenue Code.
ARTICLE 3: PRINCIPAL OFFICE

The principal office of the Corporation shall be located in the City of Oakland, County of
Alameda, California. The Board of Directors may at any time, or from time to time, change the
location of the principal office from one location to another within said city and county.
The Board of Directors may at any time establish branch offices at any place where the
corporation is qualified to do business.
ARTICLE 4: NONPARTISAN ACTIVITIES

The Corporation has been formed under the California Nonprofit Public Benefit Corporation Law
(the "Law") for the charitable purposes described above, and it shall be nonprofit and
nonpartisan. No substantial part of the activities of the Corporation shall consist of attempting to
influence legislation. The Corporation shall not participate or intervene in any political campaign
on behalf of or in opposition to any candidate for public office.
ARTICLE 5: DEDICATION OF ASSETS

The properties and assets of the Corporation are irrevocably dedicated to charitable purposes.
No part of the net earnings, properties, or assets of the Corporation, on dissolution or otherwise,
shall inure to the benefit of any private person or individual, or any member, Director or officer of
the Corporation. On liquidation or dissolution, all remaining properties and assets of the
Corporation shall be distributed and paid over to an organization dedicated to charitable
purposes which has established its tax-exempt status under Section 501(c)(3) of the Internal
Revenue Code.
ARTICLE 6: 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.
ARTICLE 7: BOARD OF DIRECTORS
Section 1. Powers. 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 management company, committee, 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 five (5) member Board of Directors shall govern the
Corporation. As of the date of the second annual meeting of the Directors, the authorized

number of Directors shall increase to sixteen (16). The number of Directors may be changed by
bSs""^" ^^ adoption of new
Section 3. Term of Office of Initial Directors Thp initial Board of Directors shall serve until the
first annual meeting of the Board of Directors.
Section 4. Composition of the Board.
A. Initial Board of Directors. The initial Board of Directors shall be selected as follows:
1. The following organizations shall each appoint two Directors:
a) Urban Strategies Council ("Council")
b) Oakland ACORN ("ACORN")
2. In addition, the following organization shall appoint one Director:
a) Central City East Redevelopment Project Area Committee ("CCE PAC")
3. IJpon the hiring of an Executive Director, he/she shall be a non-voting member of

the Board of Directors
4. These six (6) above Directors are the "Initial Directors."
t h . Rn=.rH u^ Directors. In conjunction with the second annual meeting of

^P A r t f H i L r ® ^ ^ a p p r o x i m a t e l y two (2) years following the filing of
[Director!" as fino^^^^^^^ Corporation shall install the first term of sixteen (16) "Operating
1. The following organizations shall each appoint two (2) Directors to a three (3)
year term: ^ '
a) Council
b) ACORN
2. The following organizations shall each appoint one (1) Director to a two (2) year
a) CCE PAC
b) West Oakland Redevelopment Project Area Committee ("WOPAC")

3. These six (6) above Directors are the "Organizational Directors."
nTfhf f i?"' Board shall recruit one (1) recognized local expert in each
DirectX ^ ^^^ ^^ ® Expert"
a) Resource development or finance; and
b) Housing development or constaiction.
rHHtnn^^n f B o a r d a total of seven (7)

the divP^ itv '' Director") to ensure representation of ^
the diversity of the community served by the Corporation as follows:
5
a) One (1) long-term (meaning fifteen (15) or more years) resident of East
Oakland (either owner-occupant or renter), who shall not be an employee of a
public entity, to a three (3) year term;
b) One (1) long-term (meaning fifteen (15) or more years) resident of West
Oakland (either owner-occupant or renter) who shall not be an employee of a
public entity to a three (3) year term;
c) One (1) renter residing in [one of the neighborhoods then served by the
Corporation] to a three (3) year term:
d) One (1) resident of [any of the neighborhoods then served by the Corporation]
whose first language is Spanish to a three (3) year term;
e) One (1) resident of [any of the neighborhoods then served by the Corporation]
between the age of 16 and 25 years old to a two (2) year term;
f) One (1) owner-occupant of a home located on land owned by the Corporation
located in East Oakland to a two (2) year term; and
g) One (1) owner-occupant of a home located on land owned by the Corporation
located in West Oakland to a two (2) year term.
C. Following the first term or service, each of the seven (7) Community Directors
shall be recruited and recommended by the Community Advisory Board (as hereinafter
defined). The Community Advisory Board, Council, ACORN, CCE-PAC and WOPAC are
each an "Appointing Body" and the respective Community Directors and Organizational
Directors appointed by the Appointing Bodies are also referred to as, the "Appointed
Directors."
D. Members of the Initial Board may be appointed to the Operating Board.
E. The Executive Director shall be appointed as a non-voting member of the

Operating Board of Directors.
F. Statement of Qualifications and Interest. All nominees for the Board of Directors
shall submit written statements that confirm their willingness to serve, and describe their
qualifications and interests.
Section 5. Term.
A. Notwithstanding any three (3) year first term of office provided for in these
bylaws, the term of office of each Director, including all subsequent tenms of office, shall be
two (2) years. Each Director shall hold office until expiration of the term for which the
Director was elected or appointed and his/her replacement is selected. A Director elected
or appointed to fill a vacancy shall serve out the remainder of his or her predecessor's term.
Directors may not serve more than three (3) consecutive three-year terms. A Director's
service as a member of the Initial Board shall not be counted as a term for this purpose.
B. Directors' terms shall be staggered so that no more than one-half (1/2) of the
Directors' terms end in any year. To implement the staggered terms, the first Operating
Board shall be divided into three (3) approximately equal groups, and each group assigned
terms of one, two or three years, by a random method determined by the Directors.

c. Directors may take a single leave of absence of up to 120 days from the Board
for personal reasons. A Director shall inform the Chair of his or her intention to take a leave
in wnting. as far as possible in advance of the date the leave begins, and shall inform the
L-nair in writing of his or her intent to resume active service on the Board. Leaves of
absence shall have no effect on the beginning and ending dates of a Director's term or the
number of terms a Director may serve. A Director taking a leave of absence shall be
considered a member of the Board but shall not be counted when detemiining the number
of directors in office in connection with any quorum or vote.
Section 6. Qualifications of Directors
A. Residents. To the extent possible, a majority of the Subject Matter and

Organizational Directors shall be Oakland residents.
ft, u , Required: In addition to meeting any other qualifications set forth in

these bylaws Organizational Directors must also hold the following positions throughout
their terms of service on the Board:
1. Council: employee or member of Council board of directors;
2. ACORN: employee or member of ACORN
3. CCE-PAC: member of CCE-PAC; and
4. WOPAC: member of WOPAC.
duJlTalhrtirm offh of the organizational directors changes

^nnnPnf . 1 I I ôdy Shall notify the Chair of the Board and shall
appoint a replacement within a 30 day period.
S L T r S ^ ^ L ^ c n j ; may remove and replace their appointments upon written notice to the
Board Chair and submission of the credentials of the replacement.
K D i r e c t o r s shall collectively represent a diversity of

balanced d S ^ "Ik "^^ke i n f o r m e d V l l -
S i e s economic viability and social impact of the Corporation's
^ ^^ t^^^^t in managing the

C o l o r a t i o n for the benefit of the community. No person shall be appointed or selected as a
cause him or her to violate any duty described in Article 8 of these bylaws.
E. Interested Directors. Not more than forty-nine percent (49%) of the oerson.;
seeing on the Board of Directors at any time may be i n t e r r e d persons, An i n t S d
person is:
1. Any person who owns a home in the Oakland Community Land Trust;
2. rTnTST being compensated by the Corporation for services
r e n d e ^ d to it within the previous twelve (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
7
3. any brother, sister, ancestor, descendant, spouse, brother-in-law, sister-in-law
son-in-law, daughter-in-law, mother-in-law, or father-in-law of any such person'.
Section 7. Vacancies.
A. Existence of a Vacancy A vacancy on the Board shall exist on the occurrence of the
following:
1. For any Director:
a) Director's death, incapacity or resignation; or
b) The declaration by resolution of the Board of a vacancy in the office of a
Director who has missed three (3) consecutive meetings of the Board of
Directors or a total of four (4) meetings of the Board during any one calendar
year, unless the Director was on a leave of absence from the Board on the
date of one or more of the missed meetings;
2. For any Appointed Director;

a) Removal of the Director by the Appointing Body, or
b) The failure of any Appointing Body to appoint a Director prior to the date of the
annual meeting.
3. In the case of a Board-Appointed Director:
a) A supermajority (2/3) of the Board members then holding office, other than
interested Directors, vote[s] to remove the Director for cause, as set forth
below; or
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 that limits his or her suitability as a Director or found'by
final order or judgment of any court to have breached a duty under Sections
5230-5239 of the Law dealing with standards of conduct for a Director;
c) An increase in the authorized number of Directors through amendment of
these by-laws; or
d) The failure of the Appointed Directors, at any annual or other meeting of
Directors at which any Director or Directors are to be selected, to select the
full authorized number of Board-Appointed Directors.
B. Removal for Cause. In the event that a Director breaches any duty owed to the
Corporation under the California Corporation Code or these bylaws, obstructs the business
or activities of the Corporation, or otherwise acts in a manner inconsistent with the role and
obligations of a Director of the Corporation, a supermajority (2/3) of the Directors then in
office may remove Director through the following procedure:
1. A motion to remove a Director may be made at any meeting of the Board of
Directors (a "Motion to Remove").
2. No action shall be taken on a Motion to Remove at the meeting where the Motion
is made.
3. Action may be taken on a Motion to Remove at any subsequent meeting of the
Board of Directors, provided that each Director has received written notice of the
Z:\Oakland CLTAOakCLT Corporale Doos\By-Laws\OakLCt Bylaws amended 7.28. 09FINAL.doc

meeting, in accordance with Section 8 of this Article 7 of these bylaws and such
notice includes the text of the Motion to Remove and any additional information
necessary to advise the Directors of the proposed action.
C. Resignation.
1. Except as provided in this paragraph, any Director may resign effective upon
giving written notice to the chairperson of the Board, the Executive Director 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^ Unless the Califomia Attorney General is first notified, no Director may
resign when the Corporation would then be left without a duly elected Director in
charge of its affairs.
f^^?/? o"" "-emoval of an Appointed Director, the Appointing Body

for that Director shall appoint another person to serve the remainder of his or her
term. Other 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.
Boa?d of Vacancies. The Corporation shall give notice of vacancies on its

S ^ i r ^ - I ^ reasonably calculated to come to the attention of the recipients
hmtn f o T r Corporation, which may include, but is not
limited to, posting wntten notice of such vacancies on the Corporation's website.
Section 8. Meetings.
A. The Board of Directors shall hold an annual meeting in April of each year for the
^n^^fn fh f® F Appointed Directors and officers of the Corporation
and for the transaction of other business.
1. Time. Regular meetmgs shall be held at a time fixed by resolution of the Board
nn^Tfir- scheduled on a holiday shall be held
on he followmg business day. Special meetings of the Board for any purpose
Dêo::tn fn o ' ^ ^ ^ ^ ^ °
r e S o n o i t i l L T P'^^® designated by
resolution of the Board, or, if not designated, at the principal office of the
onhrS^fin^^^'^'^f " " f ^ ^ P'^^® designated in the notice
off 1 o ^ l ® ' fôtice. at the principal
office of the corporation. Notwithstanding the above, any meeting may be held at
Z^tinn "" «'ther before or efter the
meeting. Consents shall be filed with the minutes of the meeting.
iJ'm!" a n d ^ n i l f " f o r t y - e i g h t (48) hours prior to any meeting, notice of the date,
cor^mmtioH H f ^^^^^ director personally or
communicated by first-class mail, e-mail or other means of written
communication.
Z:\Oakland CLTAOakCLT Corporale Doos\By-Laws\OakLCt Bylaws amended 7.28.

09FINAL.doc
B. Notice of a meeting need not be given to any Director who signs a waiver of
notice or a consent to holding the meeting or an approval of the minutes of the meeting,
whether before or after the meeting, or who attends the meeting without protesting, prior to
the meeting or at its commencement, the lack of notice. The waiver of 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 a part of the minutes of the meeting.
Section 9. Conduct of Meetings.
A. Quorum and Voting. Presence of a majority of the Directors then in office or

twenty percent (20%) of the authorized number of Directors, whichever is greater, shall
constitute a quorum for the transaction of business at any meeting of the Directors, 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, unless a greater number, or the same number after
disqualifying one or more Directors from voting, is required by the Articles of Incorporation,
these bylaws, or applicable law.
B. A meeting at which a quorum is initially present, including an adjourned meeting,

may not continue to transact business where the departure of one or more Directors
terminates the presence of a quorum.
C. Adjournment. 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. Such notice may be waived in the manner provided for in
Article 7, Section 8(A)(3).
Section 10. 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 to such action. Such written consent or consents may be in the form of fax,
email, typed or handwritten documents and shall be filed with the minutes of the proceedings of
the Board. Such action by written consent shall have the same force and effect as the
unanimous vote of such directors. For purposes of this section only, "all members of the Board"
does not include any "interested directors" as defined in Section 5233 of the Law,
Section 11. Fees and Compensation. Directors and members of committees may not receive
any compensation for their services as such, but may receive reasonable reimbursement of
expenses incurred in the performance of their duties, including advances of expenses, as may
be fixed or determined by resolution of the Board of Directors. Directors may not be
compensated for rendering services to this Corporation in any capacity other than Director.
10

ARTICLE 8: STANDARD OF CARE
Section 1. General. Director shall perform the duties of a Director, including duties as a
member of any committee of the Board on which the Director may serve, in good faith in a
manner such Director believes to be in the best interest of this Corporation and with such care
including reasonable inquiry, as an ordinarily prudent person in a like situation would use under
similar circumstances.
In performing the duties of a Director, a Director shall be entitled to rely on information, opinions
reports or statements, including financial statements and other financial data, in each case
prepared or presented by:
A. One or more officers or employees of the Corporation whom the Director

believes to be reliable and competent in the matters presented;
B Counsel, independent accountants or other persons as to matters which the

Director believes to be within such person's professional or expert competence; or
: ^ ^ committee of the Board upon which the Director does not serve, as to matters
within Its designated authority, which committee the Director believes to merit confidence,
So long as in any such case, the Director acts in good faith, after reasonable inquiry when the
need therefore is indicated by the circumstances and without knowledge that would cause such
reliance to be unwarranted.
Except as provided in Article 9, Section 5, a person who performs the duties of a Director in
fh"^/ above shall have no liability based upon any failure or alleged failure to
discharge that person s obligations as a Director, including, without limiting the generality of the
r ^hich exceed or defeat a public or charitabte purpose to
which the Corporation, or assets held by it, are dedicated.
Section 2. This Corporation shall not make any loan of money or property to or
Grnerarnrol°p^'^hn°" Tk^ P i ' ® ' ? ' "^y ^^^^ California Attorney

thfs S o r n o ^ r ^ n i Corporation may advance money to a Director or officer of
o p r f n r ^ T n S nf fh I I ^Z reasonably anticipated to be incurred in
t o t p mimhn f ^^ individual would be entitled
to be reimbursed for such expenses absent that advance.
S e t of the Corporation shall adhere to the

Conflict of Interest of Policy of the Corporation set forth in Article 9 below.
ARTICLE 9: CONFLICT OF INTEREST POLICY
Section 1. Purpose.
Jontem'S^f® P^®^®'^^ the Corporation's interest when it is

oône of ftôffrJrT^^^^^ f or arrangement that might benefit the private inte L t
t r a n s L l n ?h f o o l i r v h ^ ^ ^^^^^^ benefit
transac ion. This policy is intended to supplement but not replace any applicable California and
fnoMnt'.^Lr®'"'"" and c h a X b i r c o r p ^ a t r n s an^
IS not intended as an exclusive statement of responsibilities. pu'ûons ana
11
A. Definitions. Unless otherwise defined, the terms used in this section have the
following meanings:
1. "Interested Persons" - Any director, principal officer, or member of a committee

with governing Board delegated powers, which has a direct or indirect financial
interest, as defined below, is an interested person.
2. "Financial Interest" - A person has a financial interest if the person has, directly or
indirectly, through business, investment, or family:
a) An ownership or investment interest in any entity with which the Corporation

has a transaction or arrangement, including a home or other improvements
located on land owned by the Corporation;
b) A compensation arrangement with the Corporation or with any entity or
individual with which the Corporation has a transaction or arrangement; or
c) A potential ownership or investment interest in, or compensation arrangement
with, any entity or individual with which the Corporation is negotiating a
transaction or arrangement.
Compensation includes direct and indirect remuneration as well as gifts or favors that are not
insubstantial.
A financial interest is not necessarily a conflict of interest. A person who has a financial interest
may have a conflict of interest only if the appropriate governing Board or committee decides that
a conflict of interest exists.
Section 2. Procedures.
A. Duty to Disclose. In connection with any actual or possible conflict of interest, an

interested person must disclose the existence of the financial interest and be given the
opportunity to disclose all material facts to the directors who are considering the proposed
transaction or arrangement.
B. Determining Whether a Conflict Exists. After disclosure of the financial interest

and all material facts, and after any discussion with the interested person, the interested
person shall leave the Board meeting while the determination of a conflict of interest is
discussed and voted upon. The remaining Board members shall decide if a conflict of
interest exists.
C. Procedure for Addressing the Conflict. In the event that the Board determines
that a proposed transaction or arrangement presents a conflict of interest, the Board shall
take the following actions:
1. An interested person may make a presentation at the Board meeting, but after
the presentation, he/she shall leave the meeting during the discussion of. and the
vote on. the transaction or arrangement involving the possible conflict of interest.
2. The Chairperson of the Board shall, if appropriate, appoint a disinterested person
or committee to investigate alternatives to the proposed transaction or
arrangement.
3. After exercising due diligence, the Board shall determine whether the
Corporation can obtain with reasonable efforts a more advantageous transaction
or arrangement from a person or entity that would not give rise to a conflict of
interest.
12

4. If a more advantageous transaction or arrangement is not reasonably possible
under circumstances not producing a conflict of interest, the Board shall
determine by a majority vote of the disinterested directors whether the
transaction or arrangement is in the Corporation's best interest, for its own
benefit, and whether it is fair and reasonable. It shall make its decision as to
whether to enter into the transaction or arrangement in conformity with this
determination.
D- Violations of the Conflict Of Interest Policy. If the Board has reasonable cause to
believe a Director or Officer has failed to disclose any Financial Interest or Business
Posi^tion requinng disclosure under this policy, it shall inform the individual of the basis for
such belief and afford him or her an opportunity to explain the alleged failure to disclose. If,
after hearing the Director's or Officer's' response and after making further investigation as
warranted by the circumstances, the Board determines the Control Person has failed to
disclose amnferest requiring disclosure under these bylaws, it shall take appropriate
disciphnary and corrective action, which may include reversing Board decisions, removal
trom the board or bringing legal action against the person.
E. Records. The minutes of the Board and shall contain:

1. The names of the persons who disclosed or othenwise were found to have a
financial interest in connection with an actual or possible conflict of interest the
nature of the financial interest, any action taken to determine whether a conflict of
interest was present, and the Board's decision as to whether a conflict of interest
in fact existed.
2. 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.
with^Bo;,rH WpHnlfi®^®""®"*^- ^ "^^^^êr of a committee

with Board-delegated powers shall annually sign a statement which affirms such person:
1. Has received a copy of the conflict of interest policy;
2. Has read and understands the policy;
3. Has agreed to comply with the policy; and
4. Understands the Corporation is charitable and in order to maintain its federal tax
exemption it must engage primarily in activities which accomplish one or more of
Its tax-exempt purposes.
Section 4. Key Employee Compfln.gatinn
<,Mrh rnmoon ^"IP'oyf®' Shall receive any compensation from the corporation unless
c l m ^ ^ e fhXpS'f''h ^ ^y disinterested Directors, or an authorized
i n T , H fh C reasonable to the corporation. A "Key Employee" shall
emnlntJ^® P^ncipal financial m a n a g e S a n y
employee receiving compensation in an amount required to be reported on IRS Form 990.
B. The determination of reasonableness shall be based upon information ahni.t

compensation paid by similarly situated organizations for similar s e ^ i c e curS
compensation surveys compiled by independent firms or actual written ofêr^ from similarly
13
Z:\Oakland CLTAOakCLT Corporate Docs\By-Laws\OakLCT Bylaws amended7.28.09FINAL..doc
situated organizations. Similarly situated organizations may include both taxable and tax
exempt organizations.
C. No person shall participate in the discussion and approval of his or her

compensation, except that such persons may provide information to the disinterested
Directors upon request.
Section 5. Compensation Review. The Board shall review the fairness of compensation,
including benefits, paid to the Executive Director and the corporation's principal financial'
manager upon the occurrence of the following events:
A. The individual is hired;
B. The individual's term of employment is extended or renewed; or
C. The individual's compensation is modified, unless such modification occurs

pursuant to a general modification of compensation that extends to all employees.
Section 6. Periodic Reviews. Periodic reviews shall be conducted to ensure the corporation
operates in a manner consistent with charitable purposes and does not engage in activities that
could jeopardize its tax-exempt status. The periodic reviews shall, at a minimum, include the
following subjects:
A. Whether compensation arrangements and benefits are reasonable, based on

competent survey information, and the result of arm's length bargaining; and
B. Whether partnerships, joint ventures, and arrangements with management

corporations conform to the corporation's written policies, are properly recorded, reflect
reasonable investment or payments for goods and services, further charitable purposes and
do not result in inurement, impermissible private benefit or in an excess benefit transaction.
When conducting the periodic reviews as provided for above, the corporation may, but need not,
use outside advisors. If outside experts are used their use shall not relieve the Board of its
responsibility for ensuring that periodic reviews are conducted.
Section 7. Mutual Directors. No contract or transaction between the Corporation and any
California nonprofit public benefit corporation, of which one or more of its Directors are Directors
of this Corporation, is void or voidable because such Director(s) are present at a meeting of the
Board which authorizes, approves, or ratifies the contract or transaction if the material facts as
to the transaction and as to such Director's other Directorship are fully disclosed or known to the
Board and the Board authorizes, approves, or ratifies the contract or transaction in good faith by
a vote sufficient without counting the vote of the common Director(s), or if the contract or
transaction is just and reasonable as to the Corporation at the time it is authorized, approved or
ratified.
ARTICLE 10 INDEMNIFICATION.
Section 1. Scope of Indemnification. To the fullest extent permitted by law, this Corporation
shall indemnify its "agents", as described in Section 5238(a) of the California Non-Profit
Corporation Code, including its Directors, officers, employees, and volunteers, and persons
formerly occupying any such positions, and their heirs, executors, and administrators, against all
14
expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred
by them in connection with any "proceeding," as that tenn is used in said Section 5238(a) 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" shall have the same meaning as in said
Section. Such nght of indemnification shall not be deemed exclusive of any other rights to which
such persons may be entitled apart from this Article.
Section 2. Advances. To the fullest extent permitted by law and except as otherwise
determined by the Board in a specific instance, expenses incurred by a person seeking
indemnification in defending any "proceeding" shall be advanced by the Corporation before final
disposition of the proceeding upon receipt by the Corporation of an undertaking by or on behalf
of that person to repay such amount unless it is ultimately determined that the person is entitled
to be indemnified by the Corporation for those expenses.
Section 3 Insurance. The Corporation shall have power to purchase and maintain insurance to
the fUlest extent permitted by law on behalf of any agent of the Corporation, against any liability
asserted against or incurred by the agent in such capacity or arising out of the agent's status as
such, or to give other indemnification to the extent permitted by law.
ARTICLE 11: COMMITTEES AND ADVISORY BOARDS
Section 1. Committees of Directors.
.ff 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. Provided, however, that the membership of
any such committee shall include a majority of Directors of the Corporation. 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
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
However, no committee.
regardless of Board resolution, may:
1. Approve any actbn that, under the Law, would also require the affirmative vote of
the members if this were a membership corporation.
2. Fill vacancies on, or remove the members of, the Board of Directors or in any
committee that has the authority of the Board.
3. Fix compensation of the Directors for sen/ing on the Board or on any committee.
4. Amend or repeal the Articles of Incorporation or bylaws or adopt new bylaws.
5. Amend or repeal any resolution of the Board of Directors that by its express
terms is not so amendable or repealable.
6. Appoint any other committees of the Board of Directors or their members.

7. 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
15
property and assets of the Corporation otherwise than in the usual and regular
course of its business; or revoke any such plan.
8. Approve any self-dealing transaction, except as provided by Section 5233 of the
Law.
B. No committee shall bind the Corporation in a contract or agreement or expend

corporate funds, unless explicitly 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 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 Committees. The Board may appoint an Executive Committee composed
of three (3) or more Directors, one of whom shall be the chairperson of the Board, 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 11, Section 1. The secretary of the Corporation shall send to
each Director a summary report of the business conducted at any meeting of the Executive
Committee.
Section 4. Audit Committee. The Board shall appoint an Audit Committee. Notwithstanding
Article 10, Section 1, which shall othenwise govern the committee's operations, the committee
may be comprised of one or more persons and may include persons other than Directors of the
Corporation.
A. Membership. The membership of the Audit Committee shall not include the
following persons;
1. The chairperson of the Board;
2. The treasurer of the Corporation;
3. Any employee of the Corporation; or
4. Any person with a material financial interest in any entity doing business with the
Corporation.
16

r^. K 'n the event that the Board appoints a Finance Committee,
menibers of tine Finance Committee must constitute less than one-half of the membership of
me Aud^t Committee and the Chair of the Finance Committee shall not serve on the Audit
C Duties. The Audit Committee shall make recommendations to the Board of

.J ^ t T h'^'ng and termination of an auditor, who shall be an independent
T^ authorized by the Board to negotiate the auditor's
salary. The Audit Cornmêe shall confer with the auditor to satisfy its members that the
the audit ^ ^ ^^^ determine whether to accept
Comm^l^rlK^^^^ P'-oîdes non-audit services to the Corporation, the Audit

Committee shall ensure that the auditor's firm adheres to the standards for auditor
mfcomolr'srpr'^pn^^^^ u t "n T S T Government Auditing Standards published by
G e n ^ a T S Sif^^^^^^^ promulgated by the Attorney
Board Development Committee. The Board shall appoint a Board Development

Committee, which may include persons other than Directors. The Board Development
ca^ndS:, ! " ' " h " identifying q X d

candidates and recruiting nominees for Board-Appointed Directors.
Section 6. Advisorv Boards
In addition to the Board Committees set forth above, the Board shall convene two (2) advisorv
n^Troa^d^^^mTer? ^ Stakeholder Advisory Board, each c o S ?
The members of the advisory boards shall be nominated and selected for their interest and
accomplishment of its goals and purôs^^^^^^^^^^^
Board of Incorporation and these bylaws and shall senê for a term designated by the
rnntr, , Advisory Board. The Community Advisory Board (the "CAB") shall
convene to (a) crea e greater accountability to the neighborhoods served by the
SrnoSil"' f;^ leadership development related to he
Corporation, to create a path to membership on the Board of Directors for the Corporation.
1. Composition: The CAB shall be comprised of persons who lease land from the
^ Z h K neighborhoods immediately surrounding Tai^d
owned by the Corporation^ The Directors shall make best efforts to recrui CAB
members from each specific neighborhood served by the Corporation
2.
antotrâêS^^^^^^^ ~ -ânizing
3.
Size: The number of CAB members may varv however a^ a nnai tho p a r oh^n
S S n of the categories listed under Article 7,
rnl^n^r'- ^^^ 'he majority of CAB members

constituting a quorum, and shall report on its activities and actions Tt the regular
17
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meetings of the Board of Directors. At the discretion of the Board of Directors,
the CAB may meet as one city-wide body or as neighborhood-specific bodies.
B. Stakeholder Advisory Board: The Stakeholder Advisory Board (the "SAB") shall
convene to facilitate input from and participation by interested stakeholders, such as elected
officials, Oakland City staff and funders, in the operation and success of the Corporation.
1. Composition: The SAB may include elected officials, Oakland City staff, funders.
key neighborhood institutions, non-profits and representatives from labor
associations, or representatives from any of the above.
2. Selection Process: Members of the SAB shall be recruited through organizing
and outreach efforts by the Board and staff.
3. Size: The SAB shall be composed of no more than [ten (10)] members.
4. Meetings: The SAB shall meet quarterly, the majority of SAB members
constituting a quorum, and shall report on its activities and actions quarterly at
the regular meetings of the Board of Directors.
ARTICLE 12: OFFICERS
Section 1. Officers.
A. The officers of the Corporation shall consist of a chairperson, vice chairperson.

Executive Director, secretary and treasurer, and such other officers as the Board may
designate by resolution. The same person may hold any number of offices, except that
neither the secretary nor the treasurer may serve concurrently as the chairperson of the
Board or the Executive Director. In addition to the duties specified in this Article 11. 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 shall from time to time assign.
B. The officers shall be chosen by the Board at its annual meeting, and shall serve
at the pleasure of the Board, subject to the rights, if any, of any officer under any contract of
employment. Without prejudice to any rights of an officer under any contract of employment,
any officer may be removed with or without cause by the Board. Any officer may resign at
any time by giving written notice to the Board of Directors, the chairperson of the Board, the
Executive Director, or the secretary of the Corporation, without prejudice, however, to the
rights, if any, of the Corporation under any contract to which such officer is a party. Any
resignation shall take effect on the date of the receipt of such notice or at any later time
specified in the resignation; and, unless otherwise specified in the resignation, the
acceptance of the resignation shall not be necessary to make it effective. A vacancy in any
office because of death, resignation, removal, disqualification, or any other cause shall be
filled in the manner prescribed in these bylaws for regular appointments to that office. The
compensation, if any. of the officers shall be fixed or determined by resolution of the Board
of Directors.
Section 2. Chairperson of the Board. The chairperson of the Board shall, when present,
preside at all meetings of the Board of Directors and Executive Committee. The chairperson is
authorized to execute, in the name of the Corporation, all contracts and other documents
18

authorized, either generally or specifically, by the Board, to be executed by the Corporation
except when by law the signature of the Executive Director is required.
Vice Chairperson of the Board The vice chairperson shall, in the absence of the
chairperson, or in the event of his or her inability or refusal to act, perform all the duties of the
Chairperson, and when so acting shall have all the powers of, and be subject to all the
restnctions on, the chairperson.
Section 4. Secretary. The secretary, or his or her designee, shall be custodian of all records
and documents of the Corporation which are to be kept at the principal office of the Corporation,
sha I act as secretary of all the meetings of the Board of Directors, and shall keep or cause to be
kept and maintained the minutes of all such meetings in books proposed for that purpose He
or she shal attend to the giving and serving of all notices of the Corporation, and shall see that
the seal of the Corporation is affixed to all documents, the execution of which on behalf of the
Corporation under Its seal is duly authorized in accordance with the provisions of these bylaws.
Section 5. Treasurer. The treasurer shall keep and maintain, or cause to be kept and
maintained, adequate and correct accounts of the properties and business transactions of the
Corporation, including accounts of its assets, liabilities, receipts, disbursements, gains losses
capital, retained earnings, and other matters customarily included in financial statements.
The treasurer shall deposit or cause to be deposited all moneys and other valuables in the
Z T h n Corporation with such depositories as may be designated by the
Board of Directors. The treasurer shall disburse or cause to be disbursed the funds of the
Corporation as may be ordered by the Board of Directors, and shall render to the chairperson.
Executive Director and Directors, whenever they request it, an account of all of the treasurer's
transactions as treasurer and of the financial condition of the Corporation.
If required by the Board of Directors, the treasurer 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 treasurer's office and for restoration to the Corporation of all its books papers
t'eafurer-.'^ônfrni^^^ ^ treasurer's possession or under the
?nrnnr«t j n c S t® death, resignation, retirement, or removal from office. The
Corporation shall pay the cost of such bond.
Section 6. Executive Director. Subject to the control, advice and consent of the Board of
nn^rlZ J Director shall, in general, supervise and conduct the activities and
roTm ^ h h keep the Board of Directors fully informed and shall freely
S^Toiu n ^ l . f r ^h® Corporation, and shall see that all orders and
n ^ ^ l f appropriate, the Board of Directors shall
emoowered^!^' employment. The Executive Director shall be
Th c Otherwise represent the Corporation between meetings of the
shal and firing of all perso'nnel and
PmlnH? keeping the Board informed at ail times of staff performance and for
S S The Executive Director is
eTu eIn L T Z ' ^ ^ T T ' ^ê Corporation; to
a e S v o .noH^ S documents authorized either
generally or specifically by the Board to be executed by the Corporation; and to negotiate all
S of n i r r n n r ^he Corporation. The Executive Director shall s ^ e on the
Board of Directors as a non-voting member. = up . n le
19
ARTICLE 13: EXECUTION OF CORPORATE INSTRUMENTS
Section 1. Execution of Corporate Instruments.
A. 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.
B. 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 chairperson
of the Board, vice chairperson of the Board or the Executive Director and by the secretary or
treasurer or any assistant secretary or assistant treasurer.
C. 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 nanne of and on behalf of
the Corporation.
ARTICLE 14: RECORDS AND REPORTS

Section 1. Maintenance of Articles and Bylaws. The Corporation shall keep at its principal
office the original or a copy of its Articles of Incorporation and bylaws as amended to date.
Section 2. Maintenance of Federal Tax Exemption Application and Annual Information
Returns. The Corporation shall keep at its principal office a copy of its federal tax exemption
application and its annual information returns for three years from their date of filing.
Section 3. Maintenance and Inspection of Other Corporate Records.
A. The Corporation shall keep adequate and correct books and records of accounts,
and written minutes of the proceedings of the Board and committees of the Board. All such
records shall be kept at such place or places designated by the Board of Directors, or, in the
absence of such designation, at the principal office of the Corporation. The minutes shall be
kept in written or typed form, and other books and records shall be kept either in written or
typed form or in any other form capable of being converted into written, typed, or printed
form.
B. Upon leaving office, each officer, employee, or agent of the Corporation shall turn
over to his or her successor or the chairperson or Executive Director, in good order, such
corporate monies, books, records, minutes, lists, documents, contracts or other property of
20

the Corporation as have been in the custody of such officer, employee, or agent during his
or her term of office.
C. Every Director shall have the absolute right at any reasonable time to inspect all
books, records, and documents of every kind and the physical properties of the Corporation
and each of its subsidiary corporations. The inspection may be made in person or by an
agent or attorney, and shall include the right to copy and make extracts of documents.
Section 4 Preparation of 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, under supervision of the Audit Committee established by these bylaws
I he Corporation shall make these financial statements available to the California Attorney
General and members of the public for inspection no later than nine (9) months after the close
of the fiscal year to which the statements relate.
Section 5. Reports.
A. The Board shall cause an annual report to be sent to all Directors, within 120
days after the end of the Corporation's fiscal year, containing the following information:
1. The assets and liabilities, including the trust funds, of this Corporation at the end
of the fiscal year;
2. The principal changes in assets and liabilities, including trust funds, during -the
fiscal year; ^
3. The revenues or receipts of this Corporation, both unrestricted and restricted for
particular purposes, for the fiscal year;
The expenses or disbursements of this Corporation for both general and

restricted purposes during the fiscal year; and
5. The information required by Section 6322 of the Law concerning certain self
dealing transactions involving more than $50,000 or indemnifications involving
more than $10,000 which took place during the fiscal year.
. accompanied by any pertinent report of independent

accountants or if there is no such report, the certificate of an authorized officer of the
S the Cor^polaô^ statements were prepared without audit from the books and records
ARTICLE 15: STEWARDSHIP OF LAND
21
B. The Board shall convey land use rights on terms that will preserve affordable
access to land and housing for future low and moderate income residents of the community.
C. The Board shall convey land use rights in a manner that will promote the long-
term well-being of the community and the long-term health of the environment.
Section 2. Encumbrance of Land. The decision to mortgage or otherwise encumber land

owned by the Corporation shall require the approval of the Board of Directors and shall not
materially harm the interests of any parties to whom such land is leased.
Section 3. Sale of Land.
A. The sale of land does not conform to the philosophy and purposes of the
Corporation. Accordingly, land shall not be sold except in extraordinary circumstances
when the sale is considered a necessary means of achieving the purposes of the
Corporation, and then only in accordance with the following guidelines.
1. A parcel of land may sold pursuant to a resolution adopted by an affirmative vote
by at least two-thirds (2/3rds) of the entire Board of Directors at a regular or
special Board meeting, provided that the board resolution authorizing the initial
acquisition of the parcel explicitly anticipated the subsequent sale of all or a
portion of that parcel;
2. The parcel is not leased to any party; and

3. The resolution states that the purposes of the Corporation are best served by
selling the land and directs any proceeds to the support of other activities serving
those purposes.
B. In all other circumstances a parcel of land may be sold only with:

1. An affirmative vote by at least two-thirds of the entire Board of Directors at a
regular or special Board meeting, provided that written notice of such meeting
has described the proposed sale and the reasons for the proposal; and
2. The written consent of any persons to whom the land in question is leased.
ARTICLE 16: OWNERSHIP OF HOUSING AND OTHER IMPROVEMENTS LOCATED

ON THE CORPORATION'S LAND, AND LIMITATIONS ON RESALE
Section 1. Ownership of Housing and Improvements on the Corporation's Land. In

accordance with the purposes of the Corporation, the Board of Directors shall take appropriate
measures to promote and facilitate the ownership of housing and other improvements on the
Corporation's land by low and moderate income people. These measures may include, but are
not limited to, provisions for the sale or lease to sale of housing to such people; provisions for
financing the acquisition of housing by such people, including direct loans by the Corporation;
and provision for grants or other subsidies that will lower the cost of housing for such people.
Section 2. Preservation of Affordabilitv and Continuing Community Benefit. It is a purpose of

the Corporation to preserve the affordability of housing and other improvements for low and
moderate income people in the future. Accordingly, when land is leased for such purpose, the
Board of Directors shall assure that as a condition of the lease, housing on the land may be
resold only to the Corporation or to another low and moderate income person and only for a
22

price limited by a "resale formula" as described in Section 3 below. However, notwithstanding
the foregoing, the Board of Directors may choose, for reasons consistent with the charitable
purposes of the Corporation, to lease certain parcels of land for uses that do not require
continued affordability for low and moderate income people, and in such cases the resale
restrictions described above shall not be required as a condition of the lease.
Section 3. The Resale Formula.
A. Whenever its purpose is to preserve affordability. the Corporation shall restrict

he price that ground lessees may receive when they sell housing and other improvements
located on the land that is leased to them by the Corporation. A policy establishing such
restrictions in the form of a "resale formula" shall be adopted by the Board of Directors of the
Corporation, in general accordance with the following principles:
1. To the extent possible, the formula shall allow the seller to receive a price based
on the seller's actual investment in the property being sold.
2. To the extent possible, the formula shall limit the price of the property to an
amount that will be affordable for low and moderate income people at the time of
the transfer of ownership.
f . r ® . ^ Pô^^dures for Adoption of the Resale Formula: The adoption of the resale
rîrTnt an affirmative vote by at least two-thirds (2/3rds) of the entire Board of
Directors as such Board at any regular or special Board meeting, provided that written
notice of such meeting has set forth the proposed formula with an explanation thereof.
Altering the Resale Formula. The consistent long-term
Z r^^Tf ^ of the Corporation. Accordingly

Sitermfnp. t h T H Corporation ' ' '
determines that the current formula presents an obstacle to the achievement of the
"ây be altered only by a
Sf ?he formu^ ^' ® ® ® ^d°ption
ARTICLE 17: AMENDMENT OFARTICLES OF INCORPORATION AND BYLAWS
""" By'^^s may be amended or may be

S,ard o? D i r t t r . ^ t ' ' "" ^y two-thirds (2/3rds) of the entire
têSof amendment or replacement, with appropriate explanations
ARTICLE 18: DISSOLUTION
23
Z:\Oakland CLTAOakCLT Corporate Docs\By-Laws\OakLCT Bylaws amended 7.28.09FINAL..
doc
ARTICLE 19: FISCAL YEAR
The fiscal year for this Corporation shall begin on July and shall end on June 30'^
ARTICLE 20: 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 21: CONSTRUCTION AND DEFINITIONS

Unless the context othenwise requires, the general provisions, rules of construction, and
definitions contained in the California Nonprofit Corporation Law as amended from time to time
shall govern the construction of these bylaws. Without limiting the generality of the foregoing,
the masculine gender includes the feminine and neuter, the singular number includes the plural
and the plural number includes the singular, and the term "person" includes a corporation as
well as a natural person. If any competent court of law shall deem any portion of these bylaws
invalid or inoperative, then so far as is reasonable and possible (i) the remainder of these
bylaws shall be considered valid and operative, and (ii) effect shall be given to the intent
manifested by the portion deemed invalid or inoperative.
24

CERTIFICATE OF SECRETARY
M o ® certify that I am the currently elected and acting secretary of the

Oakland Community Land Trust, a California nonprofit public benefit corporation, and the above
bylaws, consisting of 24 pages, are the bylaws of this Corporation as amended and adopted bv
the Board of Directors on July 28. 2009, and that they have not been further amended or
modified since that date.
Executed on July 28. 2009. at Oakland. California.
•yÛJL^^
Secretary of the Boa/d of Directors
25
INTERNAL REVENUE SERVICE DEPARTMENT OF THE TREASURY
P. O. BOX 2508
CINCINNATI, OH 45201
Date: APR 27 2010 Employer Identification Number:

32-0285788
DLN:
17053296309019
OAKLAND COMMUNITY LAND TRUST Contact Person:
C/O URBAN STRATEGIES COUNCIL MICHAEL CONDON ID# 31170
672 13TH ST Contact Telephone Nximber:
OAKLAND, CA 94612 (877) 829-5500
Accounting Period Ending:
June 3 0
Public Charity Status:
509(a)(2)
Form 990 Required:
Yes
Effective Date of Exemption:
January 29, 2009
Contribution Deductibility:
Yes
Addendum Applies:
No
Dear Applicant:
We are pleased to inform you that upon review of your application for tax
exempt status we have determined that you are exempt from Federal income tax
under section 501(c)(3) of the Internal Revenue Code. Contributions to you are
deductible under section 170 of the Code. You are also qualified to receive
tax deductible bequests, devises, transfers or gifts under section 2055, 2106
or 2522 of the Code. Because this letter could help resolve any questions
regarding your exempt status, you should keep it in your permanent records.
Organizations exempt under section 501(c)(3) of the Code are further classified
as either public charities or private foundations. We determined that you are
a public charity under the Code section(s) listed in the heading of this
letter.
Please see enclosed Publication 4221-PC, Compliance Guide for 501(c)(3) Public
Charities, for some helpful information about your responsibilities as an
exempt organization.
Letter 947 (DO/CG)

-2-
Sincerely,
Robert Choi
Director, Exempt Organizations
Rulings and Agreements
Enclosure: Publication 4221-PC
Letter 947 (DO/CG)

Oakland Community LandTrust,EIN:32-0285788
i
Response to the Internal Revenue Service for Additional Information Requested April 20, 2010:
You have asked for additional information regarding the role that the Oakland Community Land Trust
intends to play in any New Markets Tax Credit financing. To clarify, in the event that the Oakland
Community Land Trust does participate in a New Markets Tax Credit financing, we would do so only as
the Qualified Active Low Income Community Business (QALICB), as the recipient of the loan proceeds,
and not as a participant in a Community Development Entity (CDE). In addition, we will not be creating
a for profit affiliate to participate in the New Markets Tax Credit structure as a member of the CDE. All
of the work currently proposed by the Oakland Community Land Trust will occur in qualified low income
census tracts.
Under penalties of perjury, I declare that I have examined the written response submitted on April 13,
2010 and this written response to the phone inquiry by Michael Condon on April 20, 2010, including
accompanying documents, and, to the best of my knowledge and belief, the information contains all the
relevant facts relating to the request for the information, and such facts are true, correct and complete.
Stephen King, Treasurer and Secretary

RECEIVED
Aaomey General's Office
JAN 1 3 2011
Housing families and building communities 'Of
April 13, 2010
Internal Revenue Service

Exempt Organizations
P.O. Box 2508
Cincinnati, OH 45201
Attn: Michael Condon
Room 4522
Group 7821
Re: Oakland Community Land Trust, 32-02885788
Dear Mr. Condon,
In response to your letter dated March 25, 2010, enclosed please find the following:
1. A copy of your letter dated March 25, 2010;
2. Written responses to each of your questions in the letter dated March 25, 2010; and
3. A copy of the form Ground Lease for the Oakland Community Land Trust.
Please do not hesitate to contact me if you have any questions about any of the responses or if
you need additional information about this organization. I can be reached at the address
below, anneg@oakclt.org. or (510) 893-1373.
^nhe Griffith^
Interim Executive O^rector
Enclosures
cc: Junious Williams, Board Chair
6 7 2 THIRTEENTH STREET OAKLAND, CALIFORNIA 9 4 6 1 2 TEL: ( 5 1 0 ) 8 9 3 - 2 4 0 4 FAX:(510) 893-6657

W E B SITE: httD://wwiv.Oakrr .T nrp
Response to the Internal Revenue Service for Additional Information Requested
1. W h a t activities will you conduct to influence legislation (i.e. lobbying, appeals to the voters,
letter writing)? W h a t percentage of your time (including volunteer labor) and funds will you
devote to attempting to influence legislation?
We anticipate engaging in almost no activities to influence legislation. To the extent that any staff
or volunteers do (on very limited occasions) participate in any activities in this category, we see
these activities falling into two categories. The first is lobbying public entities for public funds or
donations of land as a means of reducing our costs of doing business. The second is to support the
efforts of others in crafting inclusionary housing policy in Oakland. Since Oakland does not currently
have an inclusionary housing policy, when such a policy is considered in the future, we may wish to
support efforts that include language in a policy that specifically include land trusts as recipients of
in lieu and other fees, other development or rehabilitation opportunities.
2. Please describe in detail the financial planning workshops you will provide. W h a t will be
included In the financial workshop activities conducted by the organization? Will the
organization provide any credit repair programs to individuals? If so, what will these include?
Will the organization offer debt management, debt repayment, debt consolidation or debt
negotiation services to individual? Are your services provided in conjunction with any other
entitles, such as credit counseling agencies, credit repair organizations or organizations issuing
credit cards? Do you refer your clients to any other entities for services that are necessary for
t h e m t o complete the program you set up to assist them in paying off their debts? If so,
please identify the entities that you will work with or refer clients to. How w e r e these
organizations selected? Please submit copies of all contracts you have with these entities.
All Oakland Community Land Trust homeowners will receive pre-purchase, HUD certified
homeownership counseling from the Unity Council, a local non-profit organization and
NeigbhorWorks affiliate that was selected by the City of Oakland to provide the HUD-certified
counseling in Oakland required by the Neighborhood Stabilization Program (NSP) regulations for
purchasers of homes using NSP funds. This counseling is funded by NSP funds received by the City
of Oakland and is being provided to Oakland Community Land Trust home purchasers pursuant to
an agreement between the City of Oakland and the Unity Council.
Other than the previously-mentioned HUD-certified, pre-purchase counseling that all Oakland
Community Land Trust homeowners are required to attend, all of the financial planning workshops,
like the workshops conducted on home maintenance or backyard gardening, will be provided by the
Oakland Community Land Trust as an ancillary benefit for homeowners and other residents in the
community. We are in the process of identifying non-profit financial planning and urban gardening
organizations to provide these workshops. At the present time, we have not identified any specific
providers or entered into any contracts. However, while some of the organizations may offer debt
management, repayment, consolidation or negotiation services, none of these services will be
provided as part of any contract with the Oakland Community Land Trust. Likewise, we are not
setting up programs to assist homeowners or community residents with paying off their debt.
Finally, while the organizations with which the land trust may partner may offer credit counseling,
credit repair or issue credit cards as a part of their core businesses, these businesses would not do
so in conjunction with their contract to offer a workshop for the Oakland Community Land Trust.
3. H o w will you maintain and protect the land you will control? H o w often will you investigate
t h e property? W h a t actions will you take if the property is being misused? H o w will you fund
this action?
During the initial acquisition and rehabilitation phase of the project, we employ a security service to
protect the land 24 hours a day until the homes are sold to low-income families. The purchaser of
the house will enter into a long-termed, renewable ground lease with the Oakland Community Land
Trust requiring homeowners to maintain both the home and the land in good condition. In addition,
per the terms of the ground lease, the Oakland Community Land Trust will have the right to visually
inspect the property on an annual basis. Furthermore, loan documents between a bank and the
homeowners will grant the Oakland Community Land Trust the right to cure both monetary and
non-monetary defaults to protect loss of property through foreclosure. Finally, the ground lease
between the land trust and the homeowners allows the land trust to protect its assets through the
mechanism of eviction in the event that the lessee (the homeowner) fails to abide by the terms of
the ground lease.
A copy of the form ground lease is included as a part of this response.
4. Does the organization have policies and procedures for accepting donations? If yes, please
submit a copy of such policies and procedures for accepting land. Please explain how this
policy is made available to potential donors.
No, we currently do not have policies or procedures in place for accepting donations; however, we
are currently crafting those policies. In particular, we are requesting sample policies from other
nonprofit organizations, especially land trusts, to model with respect to real estate donations.
5. Please provide a list of your criteria and income guidelines w h e n considering applicants for
your housing project. Specifically, describe the criteria used t o determine low income, very
low income and extremely-low-income.
With respect to the land trust's first and, currently, only project, the Foreclosure Homeownership
Project described in question 8 below, the eligibility requirements are as follows:
• Earning between 50-80% of the Area Median Income (AMI) for the Oakland Primary
Metropolitan Statistical Area, or "low-income;"
• Contributes 3% of the purchase price of the house as down payment; and
• Commitment to occupy home (homes must be owner-occupied, not rented out).
We are using the following definitions: low-income, very low-income and extremely-low income
mean an annual gross income that does not exceed the qualifying limits, adjusted for household size
and other factors, for a "low-income family", "very-low income" and "extremely-low income family"
each as respectively defined under the United States Housing Act of 1937 as amended, and as
determined from time to time by HUD for the Oakland Primary Metropolitan Statistical Area.
6. H o w is It determined how much money is to be put down by the low income housing buyers
for their home?
All homeowners are required to put down three percent (3%) of the purchase price. The purchase
price of the homes will vary by bedroom size. At the present time, home prices are expected to
range from $143,000 to $175,000 (meaning the corresponding down payment will range from
$4,290 to $5,250.).
7. H o w will the mortgage lender be selected? Does any officer of t h e organization currently w o r k
for or have business dealings w i t h an organization in this field? If yes, h o w will you ensure
t h a t there is no conflict of interest in the sale of the homes?
We are in the process of gaining approval from five (5) different providers of mortgages to land trust
homeowners. These providers include Wells Fargo Mortgage Corporation, Meriwest Federal Credit
Union, Mission Hills Mortgage Bankers, Flagstar Bank, and Mason-McDuffie Mortgage Corporation
and each has experience with or an interest in working with community land trusts. We will offer
homeowners the opportunity to work with any lender that provides the homeowner a 30-year,
fixed-rate, fully-amortizing loan at a competitive rate. The lenders that offer special programs for
first time homebuyers or are more comfortable working with the down payment assistance
programs offered by the state and the Federal Home Loan Bank (both programs that we intend to
utilize} will probably be more popular lenders with the homebuyers.
No officer of the organization works for or has business dealings with mortgage lenders.
Regardless, since the choice lender will be left to the homeowner, we do not anticipate much risk of
conflict in the event that a future officer works for or has business dealings with a mortgage lender
to land trust homeowners.
8. Please describe in detail your program of acquiring and rehabilitating property o w n e d by

financial institutions. How do you determine if the property is eligible for your program?
H o w will you fund this program?
Oakland has consistently ranked within the top 20 cities, nationally, in the number of foreclosures,
reaching as high as 8"^ in 2008. The Oakland Community Land Trust was awarded $5,025 million of
Neighborhood Stabilization Program (NSP) funds from the City of Oakland to acquire and
rehabilitate vacant, foreclosed homes in the hardest hit areas of Oakland. The rehabilitation of
these homes will be to energy efficient standards required to earn an "Elements" rating for existing
homes from Building It Green, a non-profit organization which certifies the adoption of green
building practices. Green features of the homes will include use of Energy Star appliances and
nontoxic materials, upgrades to high efficiency furnaces, comprehensive weatherization, and
drought resistant landscaping. These fully rehabilitated homes will be sold to families with incomes
of 50%-80% of the Area Median Income (AMI). To date, the land trust has purchased and is in the
process of rehabilitating two homes, and is in contract to purchase 3 others. Our existing resources
would allow us to purchase, rehabilitate and sell approximately 86 homes; however, we are seeking
to leverage our existing resources with New Market Tax Credits to be able to complete and sell a
total of 130 homes.
The zones within which the Oakland Community Land Trust may acquire properties was established
by the Department of Housing and Urban Development and the City of Oakland and represent those
areas of Oakland that have been hardest hit by the foreclosure process. The actual properties that
we purchase within those zones are bank owned, vacant, and priced such that we need no more
than $85,000 of subsidy to rehabilitate the home and sell it to a family earning between 50-80% of
AMI. We utilize a variety of means to acquire these properties: the Multiple Listing Service,
intermediaries such as the National Community Stabilization Trust, which have been created
specifically to assist recipients of NSP funds to acquire properties from financial institutions, and
through direct contacts with the banks. As a requirement of the program, we cannot purchase any
property for more than 1% below the appraised value of the property.
9. Please explain how supporting the development of commercial and retail facilities achieves a
charitable purpose.
The development of commercial and retail facilities achieves the land trust's mission and a
charitable purpose in two primary ways;
• Helps achieve neighborhood stabilization: These neighborhoods lack the retail and
commercial facilities necessary to support community revitalization. While the land trust
will focus on providing affordable housing opportunities, we also recognize the need to
create or incubate those important retail or commercial opportunities that otherwise
bypass these underserved communities.
• Creates employment opportunities for people with barriers to employment (such as the
formerly incarcerated). By providing lower-cost retail and commercial opportunities for
businesses that employ hard to employ members of the community, we intend to increase
the number of employment opportunities for some of the chronically un- or underemployed
members of these communities.
Like the residential development, the retail or commercial opportunities would be driven by the
goals of the community-controlled board of directors to meet the community revitalization needs of
the specific neighborhoods. Finally, retail and commercial developments, if any, will remain
ancillary to the primary residential work of the land trust.
10. Please explain in detail how your Foreclosure Home Ownership Project will be conducted. Is
this the same project described in question 8?
Yes, the Foreclosure Homeownership Project is the first project of the Oakland Community Land Trust
and it is the project that is described in question 8 above.
11. Please explain w h y you selected to work with M A N Associates, LLC and Bay Area HomeBuyers
Agency. Are these organizations tax exempt?
We used a competitive process (request for qualifications (RFQ)) to identify potential development and
homeownership counseling partners. MAN Associates and Bay Area HomeBuyers Agency were most
mission-aligned organizations with available capacity and appropriate skill-sets that responded to their
respective RFQs. MAN Associates is a for-profit real estate services firm focused on development in the
San Francisco Bay Area and Bay Area HomeBuyers Agency is a joint powers authority of Alameda and
Contra Costa Counties and 12 Bay Area cities.
12. Please list the project to be funded by New Market Tax Credits In detail.
The project to be funded by the New Market Tax Credits is the same Foreclosure Homeowership Project
discussed in question 8 above.
13. W h a t is correct accounting period for the organization? The Form 1023 indicated September
and December, while your Bylaws indicated June.
We are recognizing the Federal fiscal year: July-June. The Bylaws are correct.
Under p e ^ e s of perjury, I declare that I have examined this information, including accompanying
dociupert?s;^d, t o ^ ^ of m ^ o w l e d g e and belief, the information contains all the relevant facts
relatfng to the'reatlest fir thf-mfi^âtion, and such facts are true, correct and complete.
Anne Griffith, Interim Executive Director

Form 1023 Checklist
(Revised June 2006)
Application for Recognition of Exemption under Section 501 (c)(3) of the
Internal Revenue Code
Note. Retain a copy of the completed Form 1023 in your permanent records. Refer to the General Instructions
regarding Public Inspection of approved applications.
Check each box to finish your application (Form 1023). Send this completed Checklist with your filled-in
application. If you have not answered all the items below, your application may be returned to you as
incomplete.
• Assemble the application and materials in this order:

• Form 1023 Checklist
• Form 2848, Power of Attorney and Declaration of Representative (if filing)
• Form 8821, Tax Information Authorization (if filing)
• Expedite request (if requesting)
• Application (Form 1023 and Schedules A through H, as required)
• Articles of organization
• A m e n d m e n t s to articles of organization in chronological order
• Bylaws or other rules of operation and amendments
• Documentation of nondiscriminatory policy for schools, as required by Schedule B
• Form 5768, Election/Revocation of Election by an Eligible Section 501(c)(3) Organization To Make
Expenditures To Influence Legislation (if filing)
• All other attachments, including explanations, financial data, and printed materials or publications. Label
each page with name and EIN.
• User fee payment placed in envelope on t o p of checklist. DO NOT STAPLE or otherwise attach your check or
money order to your application. Instead, just place it in the envelope.
• Employer Identification Number (EIN)
D Completed Parts I through XI of the application, including any requested information and any required
Schedules A through H.
• You must provide specific details about your past, present, and planned activities.
• Generalizations or failure to answer questions in the Form 1023 application will prevent us f r o m recognizing
you as tax exempt.
• Describe your purposes and proposed activities in specific easily understood terms.
• Financial information should correspond with proposed activities.
• Schedules. Submit only those schedules that apply to you and check either "Yes" or "No" below.
Schedule A Yes No Schedule E Yes No
Schedule B Yes No Schedule F Yes No
Schedule C Yes No Schedule G Yes No
Schedule D Yes No Schedule H Yes No

en An exact copy of your complete articles of organization (creating document). Absence of the proper purpose
and dissolution clauses is the number one reason for delays in the issuance of determination letters.
• Location of Purpose Clause from Part III, line 1 (Page, Article and Paragraph Number)
• Location of Dissolution Clause from Part III, line 2b or 2c (Page, Article and Paragraph Number) or by
operation of state law
CD Signature of an officer, director, trustee, or other official who is authorized to sign the application.
• Signature at Part XI of Form 1023.
• Your name on the application must be the same as your legal name as it appears in your articles of
organization.
Send completed Form 1023, user fee payment, and all other required information, to:

P.O. Box 192
Covington, KY 41012-0192
If you are using express mail or a delivery service, send Form 1023, user fee payment, and attachments to:

201 West Rivercenter Blvd.
Attn: Extracting Stop 312
Covington, KY 41011
@ Printed on recydad paper

Application for Recognition of Exemption OMB No. 1545-0056
. . 1 0 2 3 Note: If exempt status is
(Rev. June 2006) Under Section 501(c)(3) of the Internal Revenue Code approved, this
Department of the Treasury application wiii be open
Internal Revenue Service for public inspection.
Use the instructions to complete this application and for a definition of all bold items. For additional help, call IRS Exempt
Organizations Customer Account Services toll-free at 1-877-829-5500. Visit our website at www.irs.gov for forms and
publications. If the required information and documents are not submitted with payment of the appropriate user fee, the
application may be returned to you.
Attach additional sheets to this application if you need more space to answer fully. Put your name and EIN on each sheet and
identify each answer by Part and line number. Complete Parts I - XI of Form 1023 and submit only those Schedules (A through
H) that apply to you.
Part I Identification of Applicant

1 Full name of organization (exactly as it appears in your organizing document) 2 c/o Name (if applicable)
Oakland Community Land Trust do Urban Strategies Council

3 Mailing address (Number and street) (see instructions) Room/Suite 4 Employer Identification Number (EIN)
672 13th Street 32-0285788

City or town, state or country, and ZIP -i- 4 5 Month the annual accounting period ends (01 -12)
Oakland, CA 94612 September (09)

6 Primary contact (officer, director, trustee, or authorized representative)
a Name: b Phone: (510)893-2404
c Fax: (optional) (510) 893-6657

7 Are you represented by an authorized representative, such as an attorney or accountant? If "Yes," • Yes 0 No
provide the authorized representative's name, and the name and address of the authorized
representative's firm. Include a completed Form 2848, Power of Attorney and Declaration of
Representative, with your application if you would like us to communicate with your representative.
8 Was a person who is not one of your officers, directors, trustees, employees, or an authorized • Yes • No
representative listed in line 7, paid, or promised payment, to help plan, manage, or advise you about
the structure or activities of your organization, or about your financial or tax matters? If "Yes,"
provide the person's name, the name and address of the person's firm, the amounts paid or
promised to be paid, and describe that person's role.
9a Organization's website: www.oakclt.org
b Organization's email: (optional)
10 Certain organizations are not required to file an information return (Form 990 or Form 990-EZ). If you • Yes 0 No
are granted tax-exemption, are you claiming to be excused from filing Form 990 or Form 990-EZ? If
"Yes," explain. See the instructions for a description of organizations not required to file Form 990 or
Form 990-EZ.
11 Date incorporated if a corporation, or formed, if other than a corporation. (MM/DDA'YYY) /
12 Were you formed under the laws of a foreign country?

• Yes 0 No
If "Yes," state the country.
For Paperwork Reduction Act Notice, see page 24 of the instructions. Cat. No. 17133K Form 1 0 2 3 (Rev. 6-2006)
Form 1023 (Rev, 6-2006) Name: Oakland Community Land Trust EIN: 32 _ 0285788 Page 2
Part II Organizational Structure
You must be a corporation (including a limited liability company), an unincorporated association, or a trust to be tax exempt.
(See instructions.) DO NOT file this form unless you can check "Yes" on lines 1, 2, 3, or 4.
1 Are you a corporation? If "Yes," attach a copy of your articles of incorporation showing certification 0 Yes • No
of filing with the appropriate state agency. Include copies of any amendments to your articles and
be sure they also show state filing certification.
2 Are you a limited liability company (LLC)? If "Yes," attach a copy of your articles of organization showing • Yes Sa No
certification of filing with the appropriate state agency. Also, if you adopted an operating agreement, attach
a copy. Include copies of any amendments to your articles and be sure they show state filing certification.
Refer to the instructions for circumstances when an LLC should not file its own exemption application.
Are you an unincorporated association? If "Yes," attach a copy of your articles of association, • Yes 0 No
constitution, or other similar organizing document that is dated and includes at least two signatures.
Include signed and dated copies of any amendments.
4a Are you a trust? If "Yes," attach a signed and dated copy of your trust agreement. Include signed • Yes EZI No
and dated copies of any amendments.
b Have you been funded? If "No," explain how you are formed without anything of value placed in trust.
• Yes 0 No
5 Have you adopted bylaws? If "Yes," attach a current copy showing date of adoption. If "No," explain 0 Yes • No
how your officers, directors, or trustees are selected.
Part III Required Provisions in Your Organizing D o c u m e n t
The following questions are designed to ensure that when you file this application, your organizing document contains the required provisions
to meet the organizational test under section 501(c)(3). Unless you can check the boxes in both lines 1 and 2, your organizing document
does not meet the organizational test. DO NOT file this application until you have amended your organizing document. Submit your
original and amended organizing documents (showing state filing certification if you are a corporation or an LLC) with your application.
1 Section 501(c)(3) requires that your organizing document state your exempt purpose(s), such as charitable,
religious, educational, and/or scientific purposes. Check the box to confirm that your organizing document 0
meets this requirement. Describe specifically where your organizing document meets this requirement, such as
a reference to a particular article or section in your organizing document. Refer to the instructions for exempt
purpose language. Location of Purpose Clause (Page, Article, and Paragraph): Page 3, Article 2
2a Section 501(c)(3) requires that upon dissolution of your organization, your remaining assets must be used exclusively 0
for exempt purposes, such as charitable, religious, educational, and/or scientific purposes. Check the box on line 2a to
confirm that your organizing document meets this requirement by express provision for the distribution of assets upon
dissolution. If you rely on state law for your dissolution provision, do not check the box on line 2a and go to line 2c.
2b If you checked the box on line 2a, specify the location of your dissolution clause (Page, Article, and Paragraph)
Do not complete line 2c if you checked box 2a. >'age 4, Article 5
2c See the instructions for information about the operation of state law in your particular state. Check this box if •
you rely on operation of state law for your dissolution provision and indicate the state:
Part IV Narrative Description of Y o u r Activities
Using an attachment, describe yourpasf, present, and planned activities in a narrative. If you believe that you have already provided some of
this information in response to other parts of this application, you may summarize that information here and refer to the specific parts of the
application for supporting details. You may also attach representative copies of newsletters, brochures, or similar documents for supporting
details to this narrative. Remember that if this application is approved, it will be open for public inspection. Therefore, your narrative
description of activities should be thorough and accurate. Refer to the instructions for information that must be included in your description
C o m p e n s a t i o n and Other Financial A r r a n g e m e n t s With Your Officers, Directors, Trustees,

Part V
Employees, and Independent Contractors
1a List the names, titles, and mailing addresses of all of your officers, directors, and trustees. For each person listed, state their
total annual compensation, or proposed compensation, for all services to the organization, whether as an officer, employee, or
other position. Use actual figures, if available. Enter "none" if no compensation is or will be paid. If additional space is needed
attach a separate sheet. Refer to the instnictionR fnr infnrmatinn
Name Compensation amount

Title Mailing address (annual actual or estimated)
Junious Williams 672 13th Street

President none
OaklandrCA 94612
Vice President none
Steven King 672 13th Street

Treasurer none
Oakland, CA 94612
Steven King 672 13th Street
Secretary none
Oakland, CA 94612
Form 1 0 2 3 (Rev. 6-2006)

Part V Compensation and Other Financial Arrangements With Your Officers, Directors, Trustees,
Employees, and Independent Contractors (Continued)
b List the names, titles, and mailing addresses of each of your five highest compensated employees who receive or will
receive compensation of more than $50,000 per year. Use the actual figure, if available. Refer to the instructions for
information on what to include as compensation. Do not include officers, directors, or trustees listed in line la.
Compensation amount
Name Title Mailing address (annual actual or estimated)
673 13th Street
Anne Griffith Interim Executive Director $75,000
Oakland, CA 94612
c List the names, names of businesses, and mailing addresses of your five highest compensated independent contractors
that receive or will receive compensation of more than $50,000 per year. Use the actual figure, if available. Refer to the
instructions for information on what to include as compensation.
Compensation amount
Name Title Mailing address (annual actual or estimated)
MAN Associates LLC 1210 Excelsior Avenue

Fee Real Estate Developer $368,280 (est.)
bakland/CA 94610
Bay Area HomeBuyers Agency P.O. Box 29590
Homebuyer counseling agency $266,850 (est.)
San Francisco, CA 94129
directors, trustees, highest compensated employees, and highest compensated independent contractors listed in lines 1a, lb, and Ic.
2a Are any of your officers, directors, or trustees related to each other through family or business • Yes 0 No
relationships? If "Yes," identify the individuals and explain the relationship.
b Do you have a business relationship with any of your officers, directors, or trustees other than • Yes EZ] No
through their position as an officer, director, or trustee? If "Yes," identify the individuals and describe
the business relationship with each of your officers, directors, or trustees.
c Are any of your officers, directors, or trustees related to your highest compensated employees or • Yes 0 No
highest compensated independent contractors listed on lines 1b or 1c through family or business
relationships? If "Yes," identify the individuals and explain the relationship.
3a For each of your officers, directors, trustees, highest compensated employees, and highest
compensated independent contractors listed on lines la, l b , or 1c, attach a list showing their name,
qualifications, average hours worked, and duties.
b Do any of your officers, directors, trustees, highest compensated employees, and highest • Yes 0 No
compensated independent contractors listed on lines la, l b , or 1c receive compensation from any
other organizations, whether tax exempt or taxable, that are related to you through common
control? If "Yes," identify the individuals, explain the relationship between you and the other
organization, and describe the compensation arrangement.
In establishing the compensation for your officers, directors, trustees, highest compensated
employees, and highest compensated independent contractors listed on lines 1a, 1b, and 1c, the
following practices are recommended, although they are not required to obtain exemption. Answer
"Yes" to all the practices you use.
a Do you or will the individuals that approve compensation arrangements follow a conflict of interest policy?
0 Yes • No
b Do you or will you approve compensation arrangements in advance of paying compensation?
0 Yes • No
c Do you or will you document in writing the date and terms of approved compensation arrangements?
0 Yes • No
Form 1 0 2 3 (Rev. 6-2006)

d Do you or will you record In writing the decision made by each individual who decided or voted on [7| Yes • No
compensation arrangements?
e Do you or will you approve compensation arrangements based on information about compensation paid by 12 Yes • No
similarly situated taxable or tax-exempt organizations for similar services, current compensation surveys
compiled by independent firms, or actual written offers from similarly situated organizations? Refer to the
instructions for Part V, lines 1a, lb, and 1c, for information on what to include as compensation.
f Do you or will you record in writing both the information on which you relied to base your decision 0 Yes • No
and its source?
g If you answered "No" to any item on lines 4a through 4f, describe how you set compensation that is
reasonable for your officers, directors, trustees, highest compensated employees, and highest
compensated independent contractors listed in Part V, lines la, 1b, and 1c.
5a Have you adopted a conflict of interest policy consistent with the sample conflict of interest policy r-,
in Appendix A to the instructions? If "Yes," provide a copy of the policy and explain how the policy ^ ®®
has been adopted, such as by resolution of your governing board. If "No," answer lines 5b and 5c.
b What procedures will you follow to assure that persons who have a conflict of interest will not have
influence over you for setting their own compensation?
c What procedures will you follow to assure that persons who have a conflict of interest will not have
influence over you regarding business deals with themselves?
Note: A conflict of interest policy is recommended though it is not required to obtain exemption.
Hospitals, see Schedule C, Section I, line 14.
6a Do you or will you compensate any of your officers, directors, trustees, highest compensated employees, • Yes IZl No
and highest compensated independent contractors listed in lines 1 a, 1 b, or 1 c through non-fixed
payments, such as discretionary bonuses or revenue-based payments? If "Yes," describe all non-fixed
compensation arrangements, including how the amounts are determined, who is eligible for such
arrangements, whether you place a limitation on total compensation, and how you determine or will
determine that you pay no more than reasonable compensation for services. Refer to the instructions for
Part V, lines la, 1b, and 1c, for information on what to include as compensation.
b Do you or will you compensate any of your employees, other than your officers, directors, trustees, n Yes 171 No
or your five highest compensated employees who receive or will receive compensation of more than L_I no
$50,000 per year, through non-fixed payments, such as discretionary bonuses or revenue-based
payments? If "Yes," describe all non-fixed compensation arrangements, including how the amounts
are or will be determined, who is or will be eligible for such arrangements, whether you place or will
place a limitation on total compensation, and how you determine or will determine that you pay no
more than reasonable compensation for services. Refer to the instructions for Part V, lines l a 1b
and 1c, for information on what to include as compensation.
7a Do you or will you purchase any goods, services, or assets from any of your officers, directors • Yes IZl No
trustees, highest compensated employees, or highest compensated independent contractors listed in
lines l a , l b , or 1c? If "Yes," describe any such purchase that you made or intend to make, from
whom you make or will make such purchases, how the terms are or will be negotiated at arm's
length, and explain how you determine or will determine that you pay no more than fair market
value. Attach copies of any written contracts or other agreements relating to such purchases.
b Do you or will you sell any goods, services, or assets to any of your officers, directors, trustees, • Yes IZl No
highest compensated employees, or highest compensated independent contractors listed in lines la,
l b , or 1c? If Yes," descnbe any such sales that you made or intend to make, to whom you make or
will make such sales, how the terms are or will be negotiated at arm's length, and explain how you
determine or will determine you are or will be paid at least fair market value. Attach copies of anv
written contracts or other agreements relating to such sales.
8a Do you or will you have any leases, contracts, loans, or other agreements with your officers, directors, IZl Yes • No
trustees, highest compensated employees, or highest compensated independent contractors listed in
lines la, l b , or 1c? If "Yes," provide the information requested in lines 8b through 8f.
b Describe any written or oral arrangements that you made or intend to make,
c Identify with whom you have or will have such arrangements,
d Explain how the terms are or will be negotiated at arm's length.
e Explain how you determine you pay no more than fair market value or you are paid at least fair market value,
f Attach copies of any signed leases, contracts, loans, or other agreements relating to such arrangements.
9a Do you or will you have any leases, contracts, loans, or other agreements with any organization in • Yes 0 No
which any of your officers, directors, or trustees are also officers, directors, or trustees or in which
any individual officer, director, or trustee owns more than a 35% interest? If "Yes " provide the
information requested in lines 9b through 9f.
Form 1 0 2 3 (Rev. 6-2006)

b Describe any written or oral arrangements you made or intend to make,
c Identify with whom you have or will have such arrangements,
d Explain how the terms are or will be negotiated at arm's length.
e Explain how you determine or will determine you pay no more than fair market value or that you are
paid at least fair market value.
f Attach a copy of any signed leases, contracts, loans, or other agreements relating to such arrangements.
Part VI Your M e m b e r s and Other Individuals and Organizations That Receive Benefits From Y o u
The following "Yes" or "No" questions relate to goods, services, and funds you provide to individuals and organizations as part
of your activities. Your answers should pertain to past, present, and planned activities. (See instructions.)
1a in carrying out your exempt purposes, do you provide goods, services, or funds to individuals? If 0 Yes • No
"Yes," describe each program that provides goods, services, or funds to individuals.
b In carrying out your exempt purposes, do you provide goods, services, or funds to organizations? If • Yes IZl No
"Yes," describe each program that provides goods, services, or funds to organizations.
2 Do any of your programs limit the provision of goods, services, or funds to a specific individual or 0 Yes • No
group of specific individuals? For example, answer "Yes," if goods, services, or funds are provided
only for a particular individual, your members, individuals who work for a particular employer, or
graduates of a particular school. If "Yes," explain the limitation and how recipients are selected for
each program.
Do any individuals who receive goods, services, or funds through your programs have a family or 0 Yes • No
business relationship with any officer, director, trustee, or with any of your highest compensated
employees or highest compensated independent contractors listed in Part V, lines 1a, l b , and 1c? If
"Yes," explain how these related individuals are eligible for goods, services, or funds.
Part VII
The following "Yes" or "No" questions relate to your history. (See instructions.)
1 Are you a successor to another organization? Answer "Yes," if you have taken or will take over the • Yes 0 No
activities of another organization; you took over 25% or more of the fair market value of the net
assets of another organization; or you were established upon the conversion of an organization from
for-profit to non-profit status. If "Yes," complete Schedule G.
2 Are you submitting this application more than 27 months after the end of the month In which you • Yes 0 No
were legally formed? If "Yes," complete Schedule E.
Part VIII Your Specific Activities

The following "Yes" or "No" questions relate to specific activities that you may conduct. Check the appropriate box. Your
answers should pertain to past, present, and planned activities. (See instructions.)
1 Do you support or oppose candidates in political campaigns in any way? If "Yes," explain. • Yes 0 No
2a Do you attempt to influence legislation? If "Yes," explain how you attempt to influence legislation • Yes 0 No
and complete line 2b. If "No," go to line 3a.
b Have you made or are you making an election to have your legislative activities measured by • Yes • No
expenditures by filing Form 5768? If "Yes," attach a copy of the Form 5768 that was already filed or
attach a completed Form 5768 that you are filing with this application. If "No," describe whether your
attempts to influence legislation are a substantial part of your activities. Include the time and money
spent on your attempts to influence legislation as compared to your total activities.
3a Do you or will you operate bingo or gaming activities? If "Yes," describe who conducts them, and • Yes 0 No
list all revenue received or expected to be received and expenses paid or expected to be paid in
operating these activities. Revenue and expenses should be provided for the time periods specified
in Part IX, Financial Data.
b Do you or will you enter into contracts or other agreements with individuals or organizations to • Yes 0 No
conduct bingo or gaming for you? If "Yes," describe any written or oral arrangements that you made
or intend to make, identify with whom you have or will have such arrangements, explain how the
terms are or will be negotiated at arm's length, and explain how you determine or will determine you
pay no more than fair market value or you will be paid at least fair market value. Attach copies or
any written contracts or other agreements relating to such arrangements.
c List the states and local jurisdictions, including Indian Reservations, in which you conduct or will
conduct gaming or bingo.
Form 1 0 2 3 (Rev. 6-2006)

Form 1023 (Rev. 6-2006) Name: Oakland Community Land Trust EIN: 32 - 0285788 page 6
Part VIII Your Specific Activities (Continued)
4a Do you or will you undertake fundraising? If "Yes," check all the fundraising programs you do or will IZl Yes • No
conduct. (See instructions.)
0 mail solicitations • phone solicitations
0 email solicitations 0 accept donations on your website
0 personal solicitations 0 receive donations from another organization's website
• vehicle, boat, plane, or similar donations 0 government grant solicitations
0 foundation grant solicitations • Other
Attach a description of each fundraising program.
Do you or will you have written or oral contracts with any individuals or organizations to raise funds H Yes • No
for you? If "Yes," describe these activities. Include all revenue and expenses from these activities
and state who conducts them. Revenue and expenses should be provided for the time periods
specified in Part IX, Financial Data. Also, attach a copy of any contracts or agreements.
Do you or will you engage in fundraising activities for other organizations? If "Yes," describe these • Yes IZl No
arrangements. Include a description of the organizations for which you raise funds and attach copies
of all contracts or agreements.
d List all states and local jurisdictions in which you conduct fundraising. For each state or local
jurisdiction listed, specify whether you fundraise for your own organization, you fundraise for another
organization, or another organization fundraises for you.
Do you or will you maintain separate accounts for any contributor under which the contributor has • Yes |71 No
the right to advise on the use or distribution of funds? Answer "Yes" if the donor may provide advice
on the types of investments, distributions from the types of investments, or the distribution from the
donor's contribution account. If "Yes," describe this program, including the type of advice that may
be provided and submit copies of any written materials provided to donors.
5 Are you affiliated with a governmental unit? If "Yes," explain. • Yes g l No

6a Do you or will you engage in economic development? If "Yes," describe your program. 0 Yes • No
b Describe in full who benefits from your economic development activities and how the activities
promote exempt purposes.
7a Do or will persons other than your employees or volunteers develop your facilities? If "Yes," describe 0 Yes • No
each facility, the role of the developer, and any business or family relationship(s) between the
developer and your officers, directors, or trustees.
b Do or will persons other than your employees or volunteers manage your activities or facilities? If • Yes H No
"Yes," describe each activity and facility, the role of the manager, and any business or family
relationship(s) between the manager and your officers, directors, or trustees.
0 If there is a business or family relationship between any manager or developer and your officers,
directors, or trustees, identify the individuals, explain the relationship, describe how contracts are
negotiated at arm's length so that you pay no more than fair market value, and submit a copy of any
contracts or other agreements.
8 Do you or will you enter into joint ventures, including partnerships or limited liability companies 0 Yes • No
treated as partnerships, in which you share profits and losses with partners other than section
501(c)(3) organizations? If "Yes," describe the activities of these joint ventures in which you
participate.
9a Are you applying for exemption as a childcare organization under section 501 (k)? If "Yes " answer
lines 9b through 9d. If "No," go to line 10. • Yes 0 No
b Do you provide child care so that parents or caretakers of children you care for can be gainfully
employed (see instructions)? If "No," explain how you qualify as a childcare organization described • Yes • No
in section 501 (k).
c Of the children for whom you provide child care, are 85% or more of them cared for by you to
enable their parents or caretakers to be gainfully employed (see instructions)? If "No," explain how
• Yes • No
you qualify as a childcare organization described in section 501 (k).
d Are your services available to the general public? If "No," describe the specific group of people for
whom your activities are available. Also, see the instructions and explain how you qualify as a • Yes • No
childcare organization described in section 501 (k).
10 Do you or will you publish, own, or have rights in music, literature, tapes, artworks, choreography
scientific discoveries, or other intellectual property? If "Yes," explain. Describe who owns or will' • Yes 0 No
own any copyrights, patents, or trademarks, whether fees are or will be charged, how the fees are
determined, and how any items are or will be produced, distributed, and marketed
Form 1 0 2 3 (Rev. 6-2006)

Form 1023 (Rev. 6-2006) Name: Oakland Community Land Trust EIN: 3 2 - 0285788 Page 7
Part VIII Your Specific Activities (Continued)
11 Do you or will you accept contributions of: real property; conservation easements; closely held IZI Yes • No
securities; intellectual property such as patents, trademarks, and copyrights; works of music or art;
licenses; royalties; automobiles, boats, planes, or other vehicles; or collectibles of any type? If "Yes,"
describe each type of contribution, any conditions imposed by the donor on the contribution, and
any agreements with the donor regarding the contribution.
12a Do you or will you operate in a foreign country or countries? If "Yes," answer lines 12b through • Yes IZI No
12d. If "No," go to line 13a.
b Name the foreign countries and regions within the countries in which you operate,
c Describe your operations in each country and region in which you operate.
d Describe how your operations in each country and region further your exempt purposes.
13a Do you or will you make grants, loans, or other distributions to organization(s)? If "Yes," answer lines • Yes IZI No
13b through 13g. If "No," go to line 14a.
b Describe how your grants, loans, or other distributions to organizations further your exempt purposes.
c Do you have written contracts with each of these organizations? If "Yes," attach a copy of each contract. • Yes • No
d Identify each recipient organization and any relationship between you and the recipient organization,
e Describe the records you keep with respect to the grants, loans, or other distributions you make,
f Describe your selection process, including whether you do any of the following:
(i) Do you require an application form? If "Yes," attach a copy of the form. • Yes • No
(ii) Do you require a grant proposal? If "Yes," describe whether the grant proposal specifies your • Yes • No
responsibilities and those of the grantee, obligates the grantee to use the grant funds only for the
purposes for which the grant was made, provides for periodic written reports concerning the use
of grant funds, requires a final written report and an accounting of how grant funds were used,
and acknowledges your authority to withhold and/or recover grant funds in case such funds are,
or appear to be, misused.
g Describe your procedures for oversight of distributions that assure you the resources are used to
further your exempt purposes, including whether you require periodic and final reports on the use of
resources.
14a Do you or will you make grants, loans, or other distributions to foreign organizations? If "Yes," • Yes IZI No
answer lines 14b through 14f. If "No," go to line 15.
b Provide the name of each foreign organization, the country and regions within a country in which
each foreign organization operates, and describe any relationship you have with each foreign
organization.
c Does any foreign organization listed in line 14b accept contributions earmarked for a specific country • Yes • No
or specific organization? If "Yes," list all earmarked organizations or countries.
d Do your contributors know that you have ultimate authority to use contributions made to you at your • Yes • No
discretion for purposes consistent with your exempt purposes? If "Yes," describe how you relay this
information to contributors.
e Do you or will you make pre-grant inquiries about the recipient organization? If "Yes," describe these • Yes • No
inquines, including whether you inquire about the recipient's financial status, its tax-exempt status
under the Internal Revenue Code, its ability to accomplish the purpose for which the resources are
provided, and other relevant information.
f Do you or will you use any additional procedures to ensure that your distributions to foreign • Yes • No
organizations are used in furtherance of your exempt purposes? If "Yes," describe these procedures,
including site visits by your employees or compliance checks by impartial experts, to verify that grant
funds are being used appropriately.
Form 1 0 2 3 (Rev. 6-2006)

Form 1023 (Rev. 6-2006) Name; Oakland Community Land Trust EIN; 32 - 0285788 Page 8
Itfns^îlli Your Soecific Activities (Continued)
15 Do you have a close connection with any organizations? If "Yes," explain. IZl Yes • No
16 Are you applying for exemption as a cooperative hospital service organization under section • Yes IZl No
501(e)? If "Yes," explain.
17 Are you applying for exemption as a cooperative service organization of operating educational • Yes 0 No
organizations under section 501(f)? If "Yes," explain.
18 Are you applying for exemption as a charitable risk pool under section 501 (n)? If "Yes," explain. • Yes IZl No
19 Do you or will you operate a school? If "Yes," complete Schedule B. Answer "Yes," whether you • Yes 0 No
operate a school as your main function or as a secondary activity.
20 Is your main function to provide hospital or medical care? If "Yes," complete Schedule C. • Yes 0 No
21 Do you or will you provide low-income housing or housing for the elderly or handicapped? If IZl Yes • No
"Yes," complete Schedule F.
22 Do you or will you provide scholarships, fellowships, educational loans, or other educational grants to • Yes IZl No
individuals, including grants for travel, study, or other similar purposes? If "Yes," complete
Schedule H.
Note: Private foundations may use Schedule H to request advance approval of individual grant
procedures.
Form 1 0 2 3 (Rev. 53-2006)

Part IX Financial Data
For purposes of this schedule, years in existence refer to completed tax years. If in existence 4 or more years, complete the
schedule for the most recent 4 tax years. If in existence more than 1 year but less than 4 years, complete the statements for
each year in existence and provide projections of your likely revenues and expenses based on a reasonable and good faith
estimate of your future finances for a total of 3 years of financial information. If in existence less than 1 year, provide projections
of your likely revenues and expenses for the current year and the 2 following years, based on a reasonable and good faith
estimate of your future finances for a total of 3 years of financial information. (See instructions.)
A. Statement of Revenues and Expenses

Type of revenue or expense Current tax year 3 prior tax years or 2 succeeding tax years
(a) From. . T K " 9 a . (b) From 1/^010 (c) From.. 1/2011 (d) From (e) Provide Total for
To 12/2009 To 12/2010 To 12/2011 To (a) tlirougli (d)
1 Gifts, grants, and

contributions received (do not
include unusual grants) 89,366 89,366
2 Membership fees received
3 Gross investment income
4 Net unrelated business
income
5 Taxes levied for your benefit
6 Value of services or facilities
furnished by a governmental
unit without charge (not
(A
<a including the value of services
3 generally furnished to the
C
public without charge)
s
0)
cc 7 Any revenue not otherwise
listed above or in lines 9-12
below (attach an itemized list) 409,350 1,637,400 682,250 2,729,000
8 Total of lines 1 through 7 499,125 1,637,400 682,250 2,729,000
9 Gross receipts from admissions,
merchandise sold or services
performed, or furnishing of
facilities in any activity that is
related to your exempt
purposes (attach itemized list) 17,000 122,800 197,000 336,800
10 Total of lines 8 and 9 515,716 1,760,200 879,250 3,155,166
11 Net gain or loss on sale of
capital assets (attach
schedule and see instructions)
12 Unusual grants
13 Total Revenue
Add lines 10 through 12 515,716 1,760,200 879,250 3,155,166
14 Fundraising expenses
15 Contributions, gifts, grants,
and similar amounts paid out
(attach an itemized list)
16 Disbursements to or for the
benefit of members (attach an
itemized list)
(A 17 Compensation of officers,
<U directors, and trustees
(A
C
(0 18 Other salaries and wages 58,875 173,723 178,844
a.
X
UJ 19 Interest expense
20 Occupancy (rent, utilities, etc.) 6,150 12,127.50 12,733.88
21 Depreciation and depletion
22 Professional fees 329,350 990,000 484,750
23 Any expense not otherwise
classified, such as program
services (attach itemized list) 94,341 143,124.50 93,187.12
24 Total Expenses
Add lines 14 through 23 515,716 1,318,974 769,570
Form 1 0 2 3 (Rev. 6-2006)
Form 1023 (Rev, 6-2006) Name: Oakland Community Land Trust EIN: 32 _ 0285788 Page 1 0
Financial Data (Continued)
B. Balance Sheet (for your most recently completed tax year) Year End: n/a
Assets (Whole dollars)

1 Cash 1 0
2 Accounts receivable, net . . 2 0
3 Inventories 3 0
4 Bonds and notes receivable (attach an itemized list) 4 0
5 Corporate stocks (attach an itemized list) 5 0
6 Loans receivable (attach an itemized list) . 6 0
7 Other investments (attach an itemized list) 7 0
8 Depreciable and depletable assets (attach an itemized list) 8 0
9 Land 9 0
10 Other assets (attach an itemized list) . . . 10 0
11 Total Assets (add lines 1 through 10) . 11
Liabilities 0
12 Accounts payable 12 0
13 Contributions, gifts, grants, etc. payable . . 13 0
14 Mortgages and notes payable (attach an itemized list) 14 0
15 Other liabilities (attach an itemized list) 15 0
16 Total Liabilities (add lines 12 through 15) . . . 16 0
Fund Balances or Net Assets
17 Total fund balances or net assets 17 0
18 Total Liabilities and Fund Balances or Net Assets (add lines 16 and 17) 18 0
No
shown above? If "Yes," explain.
PartX Public Charity Status
Part X is designed to classify you as an organization that is either a private foundation or a public charity. Public charity status
IS a nnore favorable tax status than private foundation status. If you are a private foundation, Part X is designed to further
determine whether you are a private operating foundation. (See instructions.)
1a Are you a private foundation? If "Yes," go to line l b . If "No," go to line 5 and proceed as instructed. • Yes No
If you are unsure, see the instructions.
b As a private foundation, section 508(e) requires special provisions in your organizing document in
addition to those that apply to all organizations described in section 501(c)(3). Check the box to
•
confirm that your organizing document meets this requirement, whether by express provision or by
reliance on operation of state law. Attach a statement that describes specifically where your
organizing document meets this requirement, such as a reference to a particular article or section in
your organizing document or by operation of state law. See the instructions, including Appendix B,
for information about the special provisions that need to be contained in your organizing document.
Go to line 2.
2 Are you a private operating foundation? To be a private operating foundation you must engage
• Yes • No
directly in the active conduct of charitable, religious, educational, and similar activities, as opposed
to indirectly carrying out these activities by providing grants to individuals or other organizations. If
"Yes," go to line 3. If "No," go to the signature section of Part XI.
3 Have you existed for one or more years? If "Yes," attach financial information showing that you are a private
operating foundation; go to the signature section of Part XI. If "No," continue to line 4. • Yes • No
4 Have you attached either (1) an affidavit or opinion of counsel, (including a written affidavit or opinion
from a certified public accountant or accounting firm with expertise regarding this tax law matter), • Yes • No
that sets forth facts concerning your operations and support to demonstrate that you are likely to'
satisfy the requirements to be classified as a private operating foundation; or (2) a statement
describing your proposed operations as a private operating foundation?
If you answered "No" to line la, indicate the type of public charity status you are requesting by checking one of the choices below
You may check only one box.
The organization is not a private foundation because it is:
509(a)(1) and 170(b)(1)(A)(i)—a church or a convention or association of churches. Complete and attach Schedule A.
•
509(a)(1) and l70(b)(1)(A)(ii)—a school. Complete and attach Schedule B.
•
509(a)(1) and 170(b)(1)(A)(iii)—a hospital, a cooperative hospital service organization, or a medical research
•
organization operated in conjunction with a hospital. Complete and attach Schedule C.
509(a)(3)—an organization supporting either one or more organizations described in line 5a through c f a or h
•
or a publicly supported section 501(c)(4), (5), or (6) organization. Complete and attach Schedule D. ' '
Form 1 0 2 3 (Rev. 6-2006)

Oakland Community Land Trust 32 0285788
Fmrn 10M (Rev. 6-2006) Name: Oakland Community Land Trust 32 _ 0285788 Page 11
'iRmm Public Charity Status (Continued)
e 509(a)(4)—an organization organized and operated exclusively for testing for public safety. •
f 509(a)(1) and 170(b)(1 )(A)(iv)—an organization operated for the benefit of a college or university that is owned or •
operated by a governmental unit.
g 509(a)(1) and 170(b)(1)(A)(vi)—an organization that receives a substantial part of its financial support in the form •
of contributions from publicly supported organizations, from a governmental unit, or from the general public.
h 509(a)(2)—an organization that normally receives not more than one-third of its financial support from gross IZl
investment income and receives more than one-third of its financial support from contributions, membership
fees, and gross receipts from activities related to its exempt functions (subject to certain exceptions).
i A publicly supported organization, but unsure if it is described in 5q or 5h. The organization would like the IRS to •
decide the correct status.
If you checked box g, h. or i in question 5 above, you must request either an advance or a definitive ruling by
selecting one of the boxes below. Refer to the instructions to determine which type of ruling you are eligible to receive.
Request for Advance Ruling: By checking this box and signing the consent, pursuant to section 6501(c)(4) of
the Code you request an advance ruling and agree to extend the statute of limitations on the assessment of
excise tax under section 4940 of the Code. The tax will apply only if you do not establish public support status
at the end of the 5-year advance ailing period. The assessment period will be extended for the 5 advance ruling
years to 8 years, 4 months, and 15 days beyond the end of the first year. You have the right to refuse or limit
the extension to a mutually agreed-upon period of time or issue(s). Publication 1035. Extending the Tax
Assessment Penod. provides a more detailed explanation of your rights and the consequences of the choices
you make. You may obtain Publication 1035 free of charge from the IRS web site at www.irs.gov or by calling
ton-free 1-800-829-3676. Signing this consent will not deprive you of any appeal rights to which you would
otherwise be entitled. If you decide not to extend the statute of limitations, you are not eligible for an advance
ruling.
Consent Fixing Period of Limitations Upon Assessment of Tax Under Section 4940 of the Internal Revenue Code
Organization
Junlous Williams
Junious Williams
(Sifinhture ol Oincer. Director. Tajslee. or other (Tyce or p t r t i n M l i i ^ t a ' t ^ ^
aufMrtzed official) uvraru -oiian
Board Chair
(Type or print lilfe or authonly of signer)
For IRS Use Only
IRS Director. Exempt Organization;;' (Dale)
b Request for Definitive Ruling: Check this box if you have completed one tax year of at least 8 full months and •
T i n nno definitive ruling. To confirm your public support status, answer line 6b(i) if you checked box
LweTbotf Sra'i'S.''^"" " ^ ^ " oêcked bo'x' i in^ line 5 above.
(i) (a) Enter 2% of line 8. column (e) on Part IX-A. Statement of Revenues and Expenses.
(b) Attach a list showing the name and amount contributed by each person, company, or orqanization whose H
gifts totaled more than the 2% amount. If the answer is •'None." check this box ""^Sanization wnose u
I'® 9 of Part IX-A. Statement of Revenues and

f'..M ^ f fr®"^ each disqualified person. If the
answer is None, check this box. q
^Xft^^^®^- ^ Statement of Revenues and Expenses, attach

nJ f l , ® ° Paye^' than a disqualified person, whose
K n T l ® """i^Tnon'r, ^ ' ^ ^ ^ Statement of Revenues and
7
Expenses, or (2) $5.000. If the answer is "None." check this box. •
Did you receive any unusual grants during any of the years shown on Part IX-A. Statement of • Yes 0 No •
r z ^ r , ^ nf t h ' a list including the name of the contributor, the date and
amount of the grant, a bnef description of the grant, and explain why it is unusual
Form 1 0 2 3 (Rev. 6-2006)

Oakland Community Land Trust, EIN: 32-0285788
Form 1023 (Rev. 6-2006) Name. O a k l a n d C o m m u n i t y L a n d T r u s t EIN- 32 - 0285788 page 1 2

User Fee Information
You must include a user fee payment with this application. It will not be processed without your paid user fee. If your average
annual gross receipts have exceeded or will exceed $10,000 annually over a 4-year period, you must submit payment of $750. If
your gross receipts have not exceeded or will not exceed $10,000 annually over a 4-year period, the required user fee payment
is $300. See instructions for Part XI, for a definition of gross receipts over a 4-year period. Your check or money order must be
made payable to the United States Treasury. User fees are subject to change. Check our website at www.irs.gov and type "User «
Fee" in the keyword box, or call Customer Account Sen/ices at 1-877-829-5500 for current information.
1 Have your annual gross receipts averaged or are they expected to average not more than $10,000? • Yes 0 No
If "Yes," check the box on line 2 and enclose a user fee payment of $300 (Subject to change—see above).
If "No," check the box on line 3 and enclose a user fee payment of $750 (Subject to change—see above). '
2 Check the box if you have enclosed the reduced user fee payment of $300 (Subject to change), •
3 Check the box if you have enclosed the user fee payment of $750 (Subject to change).
i ^ n S l t i r ' a"" authorized to sign this application J U B < i G » I S > M ( M I ^ S organiraBon and (hat 1 have examined this
application, rncludri^j^he accompanyingJchedulesând attachmonls, and to the best ol my knowledge it is trie, correct, and complete.
Please , X ^JP^r I / ^
Sign h Juni»«WIICti^ 19.1(5 O f.
Here ' (SlgnSure or Ofncer, OireclSr, Trustee, or other (Type or orint name of signer) (Da'tel •
aulhbrbed official)
Board Chair
(Type or print title or aulhorily of signet^
Reminder: Send the completed Form 1023 Checklist with your filled-in-application. Form 1023 (Rev. 6-2oo6)
Form 1023 (Rev. 6-2006) Name: Oakland Community Land Trust EIN: 32 - 0285788 Page 2 2
Schedule F. Homes for the Elderly or Handicapped and Low-Income Housing
Section I General Information About Your Housing
1 Describe the type of housing you provide.
2 Provide copies of any application forms you use for admission.
3 Explain how the public is made aware of your facility.
4a Provide a description of each facility,

b What is the total number of residents each facility can accommodate?
c What is your current number of residents in each facility?
d Describe each facility in terms of whether residents rent or purchase housing from you.
5 Attach a sample copy of your residency or homeownership contract or agreement.
6 Do you participate in any joint ventures? If "Yes," state your ownership percentage in each joint • Yes H No
venture, list your investment in each joint venture, describe the tax status of other participants in
each joint venture (including whether they are section 501(c)(3) organizations), describe the activities
of each joint venture, describe how you exercise control over the activities of each joint venture, and
describe how each joint venture furthers your exempt purposes. Also, submit copies of all joint
venture agreements.
Note. Make sure your answer is consistent with the information provided in Part VIII, line 8.
7 Do you or will you contract with another organization to develop, build, market, or finance your IZl Yes • No
housing? If "Yes," explain how that entity is selected, explain how the terms of any contract(s) are
negotiated at arm's length, and explain how you determine you will pay no more than fair market
value for services.
Note. Make sure your answer is consistent with the information provided in Part VIM, line 7a.
Do you or will you manage your activities or facilities through your own employees or volunteers? If • Yes IZl No
"No," attach a statement describing the activities that will be managed by others, the names of the
persons or organizations that manage or will manage your activities or facilities, and how these
managers were or will be selected. Also, submit copies of any contracts, proposed contracts, or
other agreements regarding the provision of management services for your activities or facilities.
Explain how the terms of any contracts or other agreements were or will be negotiated, and explain
how you determine you will pay no more than fair market value for services.
Note. Answer "Yes" if you do manage or intend to manage your programs through your own
employees or by using volunteers. Answer "No" if you engage or intend to engage a separate
organization or independent contractor. Make sure your answer is consistent with the information
provided in Part VIII, line 7b.
9 Do you participate in any government housing programs? If "Yes," describe these programs. • Yes 0 No
10a Do you own the facility? If "No," describe any enforceable rights you possess to purchase the facility I Z Yes • No
in the future; go to line 10c. If "Yes," answer line 10b.
b How did you acquire the facility? For example, did you develop it yourself, purchase a project, etc.
Attach all contracts, transfer agreements, or other documents connected with the acquisition of the
facility.
c Do you lease the facility or the land on which it is located? If "Yes," describe the parties to the [7] Yes • No
lease(s) and provide copies of all leases.
Form 1 0 2 3 (Rev. 6-2006)

MENT OF THE TREASURY
lAL REVENUE SERVICE
NATI OH <45999-0023
Date o f t h i s n o t i c e : 07-02-2009
Employer I d e n t i f i c a t i o n Number:
004615.580031.0013.001 2 MB 0 . 5 0 7 1020 32-0285788
.I|..||I,I.|.||I,»I||I|II..|II..„...I,I,|MI.,,„|||,|.|,„|||,
Form: SS-4
Number o f t h i s n o t i c e : CP 575 A
OAKLAND COMMUNITY
JC URBAN STRATEGIEJ
672 13TH ST For a s s i s t a n c e you nay c a l l us a t -
OAKLAND CA 9<>6l] l-800-829-<«933
004S15
I F YOU WRITE, ATTACH THE
STUB OF THIS NOTICE.
WE ASSIGNED YOU AN EMPLOYER IDENTIFICATION NUMBER
you E I N ' S t o ^ S B ^ s S . ® " ? ; ? ^ ! ! ; ; " : ; ! ! ; idei?i?C Number ( E I N ) . We a s s i g n e d

and documents, even i J you h S v ^ i J eSplJi^L'"'"^lease t e e o ^ ^ h L ^ r ? - " ^ ^ ^ returns,
permanent records. "nifîoyoes. riease Keep t h i s n o t i c e i n your
important that^yoJ^^se^yoSrEfw anrcom^' "C-^spondence, i t i s very

Any v a r i a t i o n may c a C l e ' T S e S f n p r o c e s I i n , " ® r L u ? J f n * ' " ® " shown above,
a c c o u n t , o r even cause you t o L a s s i a n « d Ik ^ " ^ i n e o r r e c t i n f o r m a t i o n i n your
i s n o t c o r r e c t as shown a b o v ^ please ^înformation
s t u b and r e t u r n i t t ^ C s P l e a s e make t h e c o r r e c t i o n u s i n g t h e a t t a c h e d t e a r o f f
the "tative, you must file
Form 941
Form 9'tO 01/31/2010
01/31/2010
us a t ^ h r p h S n r n S m b e J ' r ^ r i t e ' t r u s ^ i r t h i IddJ'" ^ ^ " " " "
c l a s s i f i c a t i o n , y o u may r e a u e s t a i ® âê^wination of your tax

g u i d e l i n e s i n Revenu^ProcedCre 2 0 o t - l ! ^ | o J ^ - l ® ! ^^^ under t h e
Procedure f o r the year a t i s s u e ) Note- } <or s u p e r s e d i n g Revenue
be r e q u e s t e d by f i l i n g F o r i 8832; E n t i t O C l a s s i f
and I t s i n s t r u c t i o n s f o r a d d i t i o n a l i n f o r m a t i o n Election. See Form 8832
Oakland Community Land Trust

Form 1023 Attachments
1. Part 2, Line 1
2. Part 2, L i n e s
3. Part IV, Narrative Description
4. Part V, Line 3a....
5. Part V, Line 5a
6. Part V, Line 8a, 8b, 8c, 8d, 8e
7. Part VI, Lines la and lb
8. Part VI, Line 2
9. Part VIII, Line 4a, 4b and 4d
10. Part VIII, Line 6a and 6b
11. Part VIII, Lines 7a
12. Part VIII, Line 8
Other Attachments:
• Articles of Incorporation
• Bylaws
Part II, Line 1

Are you a corporation? If "Yes, " attach a copy of your articles of incorporation showing
certification of filing with the appropriate state agency. Include copies of any
amendments to your articles and be sure they also show state filing certification.
Oakland Community Land Trust ("Oakland CLT") is a California nonprofit public

benefit corporation. The Articles of Incorporation of the Oakland CLT were filed on
January 29, 2009, with the Secretary of State of California. Please see the attached
Articles, which have been certified by the Secretary of State.
Part II, Line 5

Have you adopted bylaws? If "Yes, " attach a current copy showing date of adoption. If
"No, " explain how your officers, directors, or trustees are selected.
Please see the attached bylaws of Oakland CLT, which were adopted by the Board and
have been certified by Oakland CLT's Secretary.
Part IV
Describe your past, present and planned activities in a narrative.
The Oakland CLT was formed for exclusively charitable purposes, specifically, to
acquire rehabilitate and develop property located in Oakland, California to expand
housing and economic development opportunities for low and moderate income residents
throughout Oakland.
Oakland residents have been hit particularly hard by the current foreclosure crisis. To
date, there are over 1,000 bank owned single-family residences sitting vacant throughout
Oakland. The high concentration of these properties is eroding the city's tax base which
directly impacts community services. The vacancies are also causing property values to
plummet and attracting criminal activity.
Oakland CLT is a community land trust, traditionally defined as a nonprofit organization

that owns real estate in order to provide benefits to its local community. It empowers
residents to invest in their own community and to capture the value they create. The
community land trust, which is governed by home-owners and community volunteers,
protects the community's long-term interest by owning land and leasing the long-term
use of the land to individuals (also known as "leaseholders"). This "dual ownership"
fi-amework protects the property fi-om significant price escalation while providing an
opportunity to low and moderate income residents for home ownership. To further this
goal, the Oakland CLT will acquire and rehabilitate approximately 200 vacant, bank-
owned and otherwise acquired residences in Oakland and hold the underlying land in
trust for the purpose of extracting these properties from the speculative market.
Acquiring and rehabilitating vacant, bank-owned and other residences in Oakland will
directly implement Oakland CLT's charitable purpose of "expand[ing] housing and
economic development opportunities for low and moderate income residents throughout
Oakland" and will be essential to the Oakland CLT's goals of neighborhood stability in
Oakland.
By entering into long-term ground leases for the rehabilitated single family residences,
the Oakland CLT will provide home ownership opportunities to low and moderate
mcome residents that could not otherwise afford such opportunities. The long-term
leases offer homeowners the security and privacy of homeownership and an opportunity
to transfer the land lease and improvements to their heirs. As a traditional CLT, Oakland
CLT will seek to protect affordability for future residents by controlling the price of
homes on resale. Thus, Oakland CLT will retain an option to purchase the homes if
residents choose to sell, at a below-market price. The lease agreement will include a
formula for calculating this price. The price will not include the value from market
appreciation of the land, since that will continue to be owned by the Oakland CLT
Initially, the activities of the Oakland CLT will be conducted by the Board of Directors
and vanous community-focused consultants. Eventually, however, the Oakland CLT will
hire the staff necessary to support the on-going needs of the organization.
The Oakland CLT fills an important niche among nonprofit organizations in its efforts to
combat economic distress, participate in community development, and increase

affordable housing. The IRS has recognized these purposes as charitable and educational
purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of 1986,
as amended (the "Code"). The term "charitable," as defined in Section 1.501(c)(3)-
1(d)(2) of the U.S. Treasury Regulations (the "Regulations"), includes relief of the poor
and distressed or of the underprivileged and promotion of social welfare by organizations
designed to lessen neighborhood tensions or combat community deterioration.
The IRS has acknowledged that community welfare and improvement is a charitable
purpose. In Revenue Ruling 76-147, 1976-1 C.B. 151, the IRS determined that an
organization formed to improve conditions in an area of a city where the income level
was higher and housing better than in other areas of the city and whose activities included
providing general information on methods of counteracting housing deterioration and
ways of improving homes was operating for a charitable purpose. In Private Letter
Ruling 200610020, a private foundation planned to acquire a membership interest in a
fund that would invest in businesses in low-income communities that were owned or
controlled by minorities and other disadvantaged groups. The foundation planned to
invest in the flind to enhance social welfare, support community improvement, eliminate
prejudice and discrimination, and promote economic self-sufficiency by investing in
certain businesses in low-income communities. The IRS ruled that the foundation's
investment qualified as a program-related investment because the primary purpose of the
investment was charitable and educational. In general, as long as the interests served by
an organization's activities are truly public in scope and not merely the private interests of
a class of persons not themselves comprising a charitable class, then such activities may
be deemed to confer a public community benefit that the law regards as charitable. Rev
Rul. 67-6, 1967-1 C.B. 135.
Oakland CLT's activities will benefit every Oakland resident by revitalizing Oakland
neighborhoods suffering from wide-scale property deterioration caused by the impact of
the foreclosure crisis, stabilizing low and moderating income residents in need of
affordable housing, and fostering community involvement and leadership in the provision
of these community benefits. In sum, the Oakland CLT is organized and operated
exclusively for charitable purposes and, accordingly, is entitled to recognition of exempt
status as an organization described in Section 501(c)(3) of the Code.
Part V, Line 3a
For each of your officers, directors, trustees, highest compensated employees, and
highest compensated independent contractors listed on lines la, lb, or Ic, attach a list
showing their name, qualifications, average hours worked, and duties.
Name Duties Qualifications Avg Hrs/mo
Junious Presides at all meetings CEO of Urban Strategies 3 hrs/mo
Williams, Chair of the Board of Council (USC),
Directors , executes organization incubating
documents in the name Oakland CLT
of the Corporation
Stephen King, Serves as custodian of Program Associate of 3 hrs/mo
Secretary all records and USC, organization
documents of the incubating
Corporation
Stephen King, Maintains accounts of Program Associate of 3 hrs/mo
Treasurer the properties and USC, organization
business transactions of incubating
the Corporation
Part V, Line 5a
Do you or will the individuals that approve compensation arrangements follow a conflict
of interest policy?
The CLT's Conflict of Interest Policy, which is consistent with the sample in Appendix A
to Form 1023, is attached incorporated within the bylaws. The policy, as a part of the
bylaws, was adopted by the Board of Directors at a meeting May 22, 2009
Part V, Line 8
Do you or will you have any leases, contracts, loans, or other agreements with your
officers, directors, trustees, highest compensated employees, or highest compensated
independent contractors listed in lines la. lb. or Ic? If "Yes. " provide the information
requested in lines 8b through 8f
Line 8b Describe any written or oral arrangements that you made or intend to make
At this time we do not have any leases with Board members. However, our Articles and
By-laws follow a standard community land trust organizational structure that calls for one
third of the directors to be lessees from Oakland CLT.
Line 8c Identify with whom you have or will have such arrangements
As stated above, one third of the Board members will be lessees from Oakland CLT In
addition, fiiture employees, contractors, officers or trustees may lease from Oakland
Vw/JU 1 .
Line 8d Explain how the terms are or will be negotiated at arm's length.
Oakland CLT will follow a procedure consistent with its By-laws and Conflict of Interest
Policy. Members will recuse themselves from voting on decisions that directly benefit
them. Any Board member, staff person, or community representative who is a potential
candidate for home ownership ground leases, will not be eligible to participate in the
decision, in order to avoid potential conflict of interest.
Line 8e Explain how you determine you pay no more than fair market value or you are
paid at least fair market value.
The Oakland CLT lease agreement will include a formula for calculating the lease price.
At no time will a Board member or other CLT insider receive a lease upon more
favorable terms than would be offered to a member of the general public.
Part VI, Line l a

In carrying out your exempt purposes, do you provide goods, services, or funds to
individuals? If "Yes, " describe each program that provides goods, services, or funds to
individuals.
Oakland CLT will provide leases for housing and business to local community members.
Homeownership will be geared to low and moderate income individuals and families. In
addition, Oakland CLT will acquire and improve private lands, making them permanently
available for public benefit, through the provision of affordable homeownership.
Part VI, Line l b

In carrying out your exempt purposes, do you provide goods, services, or funds to
organizations? If ''Yes, " de.scribe each program that provides goods, .services, or funds
to organizations.
Oakland CLT may also acquire and lease office and work space for free or at below-
market rates to local tax-exempt nonprofit organizations within the community that do
not have permanent facilities. By providing them with office space, Oakland CLT will
help to secure services that benefit the community.
Oakland CLT will provide goods, services, or ftinds only to (1) organizations exempt
from federal income tax under Section 501(c)(3) and (2) other organizations exclusively
for charitable purposes, with Oakland CLT retaining discretion and control.
Business facilities will be focused on low and moderate income entrepreneurs or those
serving low to moderate income communities.
Part VI, Line 2

Do any of your programs limit the provision of goods, .services, or funds to a specific
individual or group of specific individuals? For example^ answer "Yes. " if goods.'
services, or funds are provided only for a particular individual, your members,
individuals who work for a particular employer, or graduates of a particular school. If
"Yes. " explain the limitation and how recipients are selected for each program.
All programs will be open the general public. As stated in the bylaws, preference for
leases will be given to low- and moderate-income individuals from within the local
community. Absentee ownership of housing will not be allowed.
Part VI, Line 3

Do any individuals who receive goods, services, or funds through your programs have a
Jamily or business relationship with any officer, director, trustee, or with any of your
highest compensated employees or highest compensated independent contractors listed in
I'art V. lines la. lb, and Ic? If "Yes. " explain how the.se related individuals are eligible
Jor goods, services, or funds.
As stated previously, one third of the Board members will be lessees from Oakland CLT
All lessees will receive the same lease terms, regardless of their participation on the
Board.
Part VIII, Line 4a

Do you or will you undertake jundraising? If "Yes, " check all the fundraising programs
you do or will conduct. Attach a description of each fundraising program.
Oakland CLT's Board will undertake fundraising activities through group and personal
solicitations via mail, email, telephone, and face-to-face contact. Oakland CLT also
intends to apply for grants when such grants are applicable to its activities. It may also
hold fundraising events.
Oakland CLT reasonably expects to be publicly supported within the meaning of Sections
509(a)(1) and 170(b)(l)(A)(vi) of the Code because of the breadth of its fundraising
efforts and the appeal of its charitable activities.
Part VIII, Line 4b

Do you or will you have written or oral contracts with any individuals or organizations
to raise funds for you? If ''Yes, " describe these activities. Include all revenue and
expenses from these activities and state who conducts them. Revenue and expenses
should be provided for the time periods specified in Part IX, Financial Data. Also, attach
a copy of any contracts or agreements.
Oakland CLT is currently soliciting funds through a fiscal sponsor. Urban Strategies
Council, which is exempt from federal income tax under Section 501(c)(3).
Part VIII, Line 4d

List all states and local jurisdictions in which you conduct fundraising. For each state or
local jurisdiction listed, specify whether you fundraise for your own organization, you
fiindraise for another organization, or another organization fundraises for you.
All fundraising will be conducted within the United States, mostly within California
counties of Alameda and San Francisco. Some funding may be solicited in other states
and counties as available and appropriate.
Part V n i , Line 6a
Do you or will you engage in economic development? If "Yes, " describe your program.
The Oakland CLT will conduct traditional economic development activities, including
combatmg community deterioration, by providing residential services to a community
that has been severely impacted by the foreclosure crisis. Oakland CLT hopes to provide
the framework and opportunity for the development of a more stable economic base and
the revitalization of the Oakland's hardest hit neighborhoods.
Part VIII, Line 6b

Describe in full who benefits from your economic development activities and how the
activities promote exempt purposes.
The beneficiaries of Oakland CLT's economic development programs will be a charitable

class comprised of low to moderate income local residents of Oakland, California. See
Part IV for more discussion.
Oakland Community Land Trust EIN #32-0285788
Part VIII, Line 7a

Do or will persons other than your employees or volunteers develop your facilities? If
"Yes, " describe each facility, the role of the developer, and any business or family
relationship(s) between the developer and your officers, directors, or trustees.
Oakland CLT will contract with community-serving non-profit partners to acquire,

rehabilitate, market and transfer the properties. As a part of the selection process, the
Board will consult with other regional non-profit organizations regarding the costs for
similar services to determine the fair market value of the service.
To date no organizations are represented on the Oakland CLT Board, nor is anyone
currently on the board related to any such. However, such relationships may exist in the
future. When such potential business or personal relationships arise, the Oakland CLT
Conflict of Interest Policy will be carefully followed.
Part VIII, Line 8

Do you or will you enter into joint ventures, including partnerships or limited liability
companies treated as partnerships, in which you share profits and losses with partners
other than section 501(c)(3) organizations? If "Yes, " describe the activities of these joint
ventures in which you participate.
There are no joint ventures currently pending. In the future, however, the Oakland CLT
may enter into either limited partnerships and/or limited liability companies to further our
charitable purposes. In particular, the Oakland CLT wishes to explore use of New
Markets Tax Credits, which may require Oakland CLT to enter into joint ventures with
investor partners. In such event, however, Oakland CLT will ensure that the formative
documents of any joint venture require that Oakland CLT's charitable purposes be
advanced. The formative documents will include a provision specifying that, in the event
of a conflict between the obligations of Oakland CLT in its capacity as general partner or
managing member to operate the partnership or LLC in a manner consistent with such
charitable purpose and any duty to maximize profits for the limited partners or other
members, the charitable purposes contained in the limited partnership agreement or the
LLC governing documents will prevail.
Part VIII, Line 11

Do you or will you accept contributions oj': real property; conservation easements;
closely held securities; intellectual property such as patents, trademarks, and copyrights;
works of music or art; licenses; royalties; automobiles, boats, planes, or other vehicles;
or collectibles of any type? If "Yes, " describe each type of contribution, any conditions
imposed by the donor on the contribution, and any agreements with the donor regarding
the contribution.
Oakland CLT will accept contributions of real property, conservation easements,

automobiles, building materials, art-work, artifacts, and other displays of historical
significance. Real property, in the form of land, is likely to be the most significant
10
Oakland Community Land Trust EIN #32-0285788
contribution we would expect to receive. Building materials and tools will likely be
donated by community members. Items such as local art and crafts will be accepted as
donation for display or auction at fundraising events. Before accepting a contribution
that is donated with stipulations, Oakland CLT will meet to discuss any conditions
imposed by the donor and any costs involved in accepting the donation. The Oakland
CLT Board will formally vote to determine the feasibility of acceptance of the donation.
Part VIII, Line 15

Do you have a close connection with any organizations? If "Yes. " explain.
As mentioned in part VIII, Line 4d, Urban Strategies Council (a 501(c)3) is acting as
Oakland CLT's fiscal sponsor until such time as the IRS recognizes Oakland CLT as
exempt under Section 501(c)(3).
11
Form 1023 (Rev. 6-2006) Name: Oakland Community Land Trust EIN: 32 - 0285788 Page 23
Schedule F. Homes for the Elderly or Handicapped and Low-Income Housing (Continued)
Section Homes for the Elderly or Handicapped
1a Do you provide housing for the elderly? If "Yes," describe who qualifies for your housing in terms of • Yes 0 No
age, infirmity, or other criteria and explain how you select persons for your housing.
b Do you provide housing for the handicapped? If "Yes," describe who qualifies for your housing in • Yes 0 No
terms of disability, income levels, or other criteria and explain how you select persons for your
housing.
2a Do you charge an entrance or founder's fee? If "Yes," describe what this charge covers, whether it is • Yes 0 No
a one-time fee, how the fee is determined, whether it is payable in a lump sum or on an installment
basis, whether it is refundable, and the circumstances, if any, under which it may be waived.
b Do you charge periodic fees or maintenance charges? If "Yes," describe what these charges cover • Yes 0 No
and how they are determined.
c Is your housing affordable to a significant segment of the elderly or handicapped persons in the • Yes 0 No
community? Identify your community. Also, if "Yes," explain how you determine your housing is
affordable.
3a Do you have an established policy concerning residents who become unable to pay their regular • Yes 0 No
charges? If "Yes," describe your established policy.
b Do you have any arrangements with government welfare agencies or others to absorb all or part of • Yes 0 No
the cost of maintaining residents who become unable to pay their regular charges? If "Yes," describe
these arrangements.
4 Do you have arrangements for the healthcare needs of your residents? If "Yes," describe these • Yes 0 No
arrangements.
5 Are your facilities designed to meet the physical, emotional, recreational, social, religious, and/or • Yes 0 No
other similar needs of the elderly or handicapped? If "Yes," describe these design features.
kraSIHilMI L o w - I n c o m e Housing
1 Do you provide low-income housing? If "Yes," describe who qualifies for your housing in terms of 0 Yes • No
income levels or other criteria, and describe how you select persons for your housing.
2 In addition to rent or mortgage payments, do residents pay periodic fees or maintenance charges? If 0 Yes • No
"Yes," describe what these charges cover and how they are determined.
3a Is your housing affordable to low income residents? If "Yes," describe how your housing is made 0 Yes • No
affordable to low-income residents.
Note. Revenue Procedure 96-32, 1996-1 C.B. 717, provides guidelines for providing low-income
housing that will be treated as charitable. (At least 75% of the units are occupied by low-income
tenants or 40% are occupied by tenants earning not more than 120% of the very low-income levels
for the area.)
b Do you impose any restrictions to make sure that your housing remains affordable to low-income 0 Yes • No
residents? If "Yes," describe these restrictions.
4 Do you provide social services to residents? If "Yes," describe these services. • Yes IT] No
Form 1 0 2 3 (Rev. 6-2006)

Oakland Community Land Trust, EIN: 3 2 - 0 2 8 5 7 8 8
Schedule F - Homes for the Elderly or Handicapped and Low-Income

Housing
Schedule F, Section I, Line 1
Describe the type of housing you provide.
We do not currently provide any housing.
The Oakland Community Land Trust ("CLT") plans to purchase, and rehabilitate as necessary,
vacant, bank-owned, foreclosed residential property located in Oakland, CA, to create
permanently affordable housing for low and moderate income residents. We intend to do this
with financial assistance from state, local and federal housing programs and private foundations,
as well as using New Markets Tax Credits and local investment.
The properties will be located throughout Oakland, with significant concentrations in the lower-
income neighborhoods of Oakland that have been hardest hit by the foreclosure crisis. The CLT
will retain ownership of the underlying land as a Community Land Trust and offer 99-year
ground leases for the homes to pre-qualifying low and moderate income Oakland residents.
Provide copies of any applications forms you use for admission.
We do not currently have any application forms for admission.

Explain how the public is made aware of your facility.
We have strong connections with local membership organizations, such as Oakland Community
Organizations, ACORN and the Central Labor Council, community-based service organizations
and with local churches. We have begun to conduct informational presentations to these local
community partners and we will continue to so.
We have also published and distributed brochures describing our project to community members
local government officials and potential fiinders. Finally, we have created a webpage
(www.oakclt.org) to provide information to information to online users.
Schedule F, Section I, Line 4 a

Provide a description of each facility.
We do not have any facilities at this time.
Schedule F, Section I, Line 4 b
What is the total number of residents each facility can accommodate?
We do not have any facilities at this time.
CLT\OakCLT Corporate Docs\1023 ApphcationVForm 1023 Schedule F Supplement

Oakland Community Land Trust, EIN: 32-02857&8
Schedule F, Section I, Line 4 c

What is your current number of residents in each facility?
There are currently no residents, as the program is only in the very early planning stages.
Schedule F, Section I, Line 4 d

Describe each facility in terms of whether residents rent or purchase housing from you.
We do not have any facilities at this time, however, we anticipate that residents will purchase the
single-family residences and lease the underlying property through long-term renewable ground
leases entered into with the CLT.

Attach a copy of Residency or Homeownership Contract or Agreement.
We have not yet developed those legal documents. However, their text will be in keeping with
other national community land trusts.

Do you participate in any joint ventures? If "Yes, " state your ownership percentage in each joint
venture, list your investment in each joint venture, describe the tax status of other participants in
each joint venture (including whether they are section 501(c)(3) organizations), describe the
activities of each joint venture, describe how you exercise control over the activities of each joint
venture, and describe how each joint venture furthers your exempt purposes. Also, submit copies
of all joint venture agreements. Note. Make sure your answer is consistent with the information
provided in Part VIII, line 8. 6
There are no joint ventures currently pending. In the future, however, the CLT may enter into
either limited partnerships and/or limited liability companies to further our purposes. In
particular, the CLT wishes to explore use of New Markets Tax Credits, which may require the
CLT to enter into joint ventures with investor partners. In such event, however, the CLT will
ensure that the formative documents of any joint venture require that the CLT's charitable
purposes be advanced. The formative documents will include a provision specifying that, in the
event of a conflict between the obligations of the CLT in its capacity as general partner or
managing member to operate the partnership or LLC in a manner consistent with such charitable
purpose and any duty to maximize profits for the limited partners or other members, the
charitable purposes contained in the limited partnership agreement or the LLC governing
documents will prevail.
Schedule F, Section 1, Line 7

Do you or will you contract with another organization to develop, build, market, or finance your
housing? If " Yes, " explain how that entity is selected, explain how the terms of any contract(s)
\\central\common\Oakland CLT\OakCLT Corporate Docs\1023 Application\Form 1023 Schedule F Supplement

7.3.09 ag.doc
Oakland Community Land Trust, EIN: 3 2 - 0 2 8 5 7 8 8
are negotiated at arm 's length, and explain how you determine you will pay no .more than fair
market value for services. Note. Make .sure your answer is consistent with the information
provided in Part VIIJ, line 7a.
We will contract with community partners to acquire, rehabilitate, market and transfer our
facilities. As a part of the selection process, the Board will consult with other regional non-profit
organizations regarding the costs for similar services to determine the fair market value of the
service.
To date no organizations are represented on the CLT Board, nor is anyone currently on the board
related to any such. However, such relationships may exist in the future. When such potential
business or personal relationships arise, the CLT Conflict of Interest Policy will be carefully
followed.

Do you participate in any government housing programs? If "Yes. " describe these programs.
We do not at this time participate in any government housing programs. But we may in the
future seek to do so.
Schedule F, Section I, Line 10a

Do you own the facility? If "No. " describe any enforceable rights you possess to purchase the
facdity in the future; go to line lOc. If "Yes, " answer line 10b.
We do not own or operate any facilities at this time. In the future we are hoping to acquire and
to rehabilitate our own facilities.
Schedule F, Section I, Line 10b

How did you acquire the facility? For example, did you develop it yourself purchase a project
qfthefaciht ^Sreements. or other documents connected with the acquisition
We do not currently own any facilities.
Schedule F, Section III, Line 1

Do you provide low-income homing? If "Yes. ' de.scribe who qualifies for your housing in terms
of income levels or other criteria, and describe how you select persons for your housing
CLT intends to provide the opportunity for home ownership to the individuals who meet the
following cntena:
• Resident of the area for three years (this time period may be reduced if there is no waiting
list for houses fi-om CLT); ^
. Income at or less than 80% of the area median income for the San Francisco/Oakland/San
3
CLTÔakCLT Corporate DocsU023 AppHcationWorm , 0 2 3 Schedule F Supplement

Jose Metro Area;

An acceptable credit rating;
Manageable amount of monthly debt;
Proof of employment.

In addition to rent or mortgage payments, do residents pay periodic fees or maintenance
charges? If yes, describe what these charges cover and how they are determined.
In the Community Land Trust model, the residents pay a monthly charge to cover the
administrative fees of the community land trust and the costs associated with maintain any
common areas and utilities. These fees will be determined based on actual costs.
Schedule F, Section III, Line 3a

Is your housing ajfordable to low income residents? If "Yes, " describe how your housing is
made affordable to low-income residents. Note. Revenue Procedure 96-32, 1996-1 C.B. 717,
provides guidelines for providing low-income housing that will be treated as charitable. (At least
75% of the units are occupied by low-income tenants or 40% are occupied by tenants earning
not more than 120%t of the very low-income levels for the area.)
Our housing is made affordable by the fact that the CLT will develop sustainably affordable
housing in the community land trust model, in that the CLT will own the land, while the
homeowner/leaseholder will own the building. In this way, the land itself will be taken "off the
land market" and not be subject to rapid price escalation. The CLT will own the land in
perpetuity and can therefore reduce a major cost of home ownership and financing costs for
future residents by controlling the price of the land. We also intend to help low-income residents
make use of any government or private foundation programs available to help with the financing
for the units.
Schedule F, Section III, Line 3b

Do you impose any restrictions to make sure that your housing remains affordable to low-income
residents? If "Yes, " describe these restrictions.
Yes, as part of the home purchase agreement, the homeowner/lease holder will only be able sell
the building back to the CLT, which will the CLT will then offer to another qualified buyer, thus
keeping the property affordable in perpetuity.

Do you provide social services to residents? If "Yes, " describe these services.
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Oakland Community Land Trust - Founding Documents 1999

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Attorney General's Office

Name of Organization: Oakland Community Land Trust

Official Mailing Address for Organization:

Address: 672 13th Street

Organization's telephone number: 5 1 0 - 8 9 3 - 2 4 0 4

Organization's e-mail address: anneg@Oakclt.Org

Corporate or Organization Number: 0 3 1 0 7 4 3 7

CT-1 REGISTRATION FORM (6/2007)

Name Junious Williams Position Chief Executive Officer

City Oakland State C A ZIP Code 94612

City Oakland state C A ZIP Code 94612

Address8711 MacArthur Blvd.

City Oakland state C A ZIP Code 94607

See attachments in Form 1023.

What annual accounting period has the organization adopted?

• Fiscal Year Ending

CT-1 REGISTRATION FORM (6/2007)

Date of application for Federal tax exemption:. 10/15/09

If known, are contributions to the organization tax deductible? Yes B No •

Commercial Fundraiser Fundralsing Counsel • Commercial Coventurer | |

City State ZIP Code

Commercial Fundraiser Q Fundraising Counsel Q Commercial Coventurer | |

City State ZIP Code

Commercial Fundraiser I I Fundraising Counsel • Commercial Coventurer | |

City State ZIP Code

Signature. Anne Griffith 1/07/11

CT-1 REGISTRATION FORM (6/2007)

I, D E B R A B O W E N , Secretary of State of t h e State of

That the attached transcript page(s) has been compared

Sec/Slate Form CB-107 (REV 1/2007)

Tlie name of tiiis airjioralinn is (Juklariil CoiiHnunity La/id Tnist.

This coiporation is o r g a u i m l and operated exclusively for ehuntable and educational

The properly of this coiporatioii is irrevocably dedicated to charitable and educatioiuil

Anue Griffitli, Inairp

Date; -yiA^iliA'.. .V':, 2 0 0 9

Andrew Nelson, Scerctnrv

DEPARTMENT OF FINANCIAL INSTITUTIONS

CERTIFICATE OF APPROVAL OF NAME

Pursuant to Section 3903 of the Financial Code, I. W I L L I A M 8. H A R A F ,

C o m m i s s i o n e r of Financial Institutions of the State of California, d o hereby a p p r o v e the

Incorporation of Oakland Community Land Trust.

and C o u n t y of San Francisco, State of California.

Adopted: May 22, 2009

Z;\Oakland CLT^OakCLT Corporate Docs\By-Laws\Oal<LCT ByLaws amended 7.28.09FINAL.doc

Z;\Oakland CLT^OakCLT Corporate Docs\By-Laws\Oal<LCT ByLaws amended 7.28.09FINAL.doc

A. The Corporation is a nonprofit public benefit corporation organized for charitable

2. Combat community deterioration and to expand housing and economic

5. Promote neighborhood stability and community involvement in the provision of

inrfH^nfoi f f o r m e d for the purpose of performing all things

ARTICLE 3: PRINCIPAL OFFICE

ARTICLE 4: NONPARTISAN ACTIVITIES

ARTICLE 5: DEDICATION OF ASSETS

ARTICLE 7: BOARD OF DIRECTORS

Z;\Oakland CLT^OakCLT Corporate Docs\By-Laws\Oal<LCT ByLaws amended 7.28.09FINAL.doc

Section 4. Composition of the Board.

3. IJpon the hiring of an Executive Director, he/she shall be a non-voting member of

t h . Rn=.rH u^ Directors. In conjunction with the second annual meeting of

b) West Oakland Redevelopment Project Area Committee ("WOPAC")

rHHtnn^^n f B o a r d a total of seven (7)

D. Members of the Initial Board may be appointed to the Operating Board.

E. The Executive Director shall be appointed as a non-voting member of the