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By-Law No. 1 (cont'd)

       maintain a record of such questions and responses.

       8.7      Any member may create a proxy, giving his or her
                  right to vote at a specific General Meeting to any
                 other member.

      8.8      Proxies must be in written form, and must be
                deposited with the Secretary before the meeting
                at which they are to be used.

Change to By-law

9.    Any change to this By-law shall be proposed by notice
       sent to each member, and voted on at the following
      General Meeting.
      9.1    The proposal shall precede the vote by at least 10
               days.
      9.2    Notice given in the newsletter, mailed to each
               member at least 10 days before the meeting and
               containing the text of the proposed change, shall
               be deemed notice of proposal to change this By- law.
      9.3    A simple majority shall be required to change this
               By-law, provided that there is a quorum.
      9.4   Proxies may be used at a vote to change the
              By-law, subject to paragraphs 8.7 and 8.8.

Protection of Directors and Officers

10.    Every Director and officer of Kanata Theatre and his or her
         heirs, executors and administrators and estate and
         effects respectively, shall from time to time and at all
         times be indemnified and saved harmless out of the funds
        of Kanata Theatre from and against:
       (a) all costs, charges and expenses whatsoever that such
            Director or officer sustains or incurs in or about
            such action, suit or proceeding that is brought,
            commenced or prosecuted against him or her for
            or in respect of any act, deed, matter or thing