STATUTES

- FIRST TITLE -

CONSTITUTION AND GOALS OF THE ASSOCIATION

ARTICLE 1: -An association governed by the 1 st of July 1901 has been constituted in Crest, Drôme (FRANCE) on the 18 th of August 2005 between the undersigned and other Persons or organisations that agreed with these statutes.

ART. 2: - The association is called:

“ Next-up organisation” and the shortened word is “ Next-up ”.

ART. 3: - Next-up association is a philanthropic organisation of general interest which is meant to Protect the Natural Environment especially against the Electro Magnetic Fields called EMF from all origins as well as the corollaries: everything which is linked to Electro Hyper Sensitivity shortened EHS, and the devaluation of heritage due to a source of pollution identified as EMF.

The geographic areas of the Association’s action are in France as well as in foreign countries. In order to reach its goal legally, the Association is allowed to go before the court of law. The goal of the Association is also to inform the population about everything concerning the problem of the pollution by EMF and about the subject of EHS.

ART. 4: - The association has its head office at 13 rue Sadi Carnot – 26400 CREST – FRANCE . It will be possible to transfer it at any time into another town according to the decision of the Board of Directors.

ART. 5: - The duration of the association will be temporary until it reaches its goals. The dissolution will be made according article 16 of these statutes.

ART. 6: - The adhesion to Next-up organisation is open to every person or group without any distinction of nationality who want to support by every legal means the stipulated goals in article 3 of these statutes. Each adhesion will be based on motivation and will be approved after individual or collective debate of the Board of Directors. The Board of Directors’ decisions concerning adhesions will be motivated and will not be allowed to be contested or taken before the court of law. Only people being of age will be allowed to be part of the Board of Directors.

- SECOND TITLE -

ADMINISTRATION AND FUNCTIONING

ART. 7: - Next-up association is constituted of active Members who have paid for their contribution and of possibly of one or several Chairmen of honour. These Chairmen are chosen by the Board of Directors because of favours done to the Association. This is entirely honorary and gives no right.

ART. 8: - The title of Member of the Association can be dropped in the following circumstances:

ART. 9: - The Association heritage is the only one responsible about its commitments. No Member of the Association is responsible, not even those who administrate it.

ART. 10:- General Assembly.

The General Assembly is composed of all the Members who paid their contribution. Only the Members who are at least aged 18 on the General Assembly day are allowed to vote: each Member is allowed one vote and one regulation power. The Members of honour in article 7 are invited. The General Assembly is to meet once a year on a normal session. It may also meet on extraordinary session if at least a quarter of its Members require it or if the Board of Directors decide it. Its agenda is determined by the Board of Directors. It deliberates upon reports related to administration and moral and financial status of the Association. It sets the amount of contributions. It approves the accountancy of the last and closed period. It asks for every affiliation and patronage. Decisions are taken by Members’ vote majority in the General Assembly. Concerning the validity of these deliberations, at least the presence of the quarter of the Members is necessary. If the quorum is not reached, another General Assembly is asked for with the same agenda and at least eight days later. The deliberations of the Assemblies, the Board of Directors or its Office are registered by the Secretary and signed by the Director. The Director or the Secretary can deliver conform copies.

ART. 11: - The Board of Directors can be even composed of 50 Members that are elected by The General Assembly among the Members. The Members of the Board of Directors are elected for three years and renewable by third every year. The Members have to be in full possession of their civil and politic rights and they must be over eighteen years old. The Administrators are not paid at all despite their work. The Board of Directors may ask for any useful and competent person as a consultant in its meetings. In every meeting of the Office or Board of Directors’, only the Members of Directors are allowed to deliberate. In every meeting of the Office or the Board of Directors, the Members of the Board of Directors can only have one power. If votes are divided, the Manager’s vote is preponderant.

The Office or the Board of Directors meets in ordinary session when asked by the Manager or by a quarter of the Members. He cares about the appliance of the decisions of the General Assembly and engages any action approved by the majority of its Members, administrates the credits for subventions, looks after the own resources of all its actions and ensures the administration of real and personal estate in case these are given to the Association or are its own property.

The Board of Directors prepares the annual reports as well as the accountancy which have to be presented and approved by the General Assembly.

The Board of Directors elects through secret ballot its Board among its Members composed with:

The Manager represents the Association in all civil life actions and is invested with full power. In all cases, he can only decide with the approval of the Board of Directors. If he is absent or ill, he is replaced by the Vice-Manager. If this one is absent or ill, he is replaced by the oldest Member of the Board of Directors.

The Secretary is in charge of all what has concern with correspondence and archive. He writes the legal proceedings of meetings or assemblies and in general all the writings concerning the function of the Association except those which have concern with the accountancy. He keeps the special register in article 5 of the law of the 1 st of July 1901 and articles 6 and 37 of the decree of 16 th of August 1901.

The Financial Manager is in charge of all what has concern with the administration of the Association; he makes payments and receives, under the survey of the Manager, all the money due to the Association. He can alienate the values of the funds only with the authorisation of the Board of Directors.

ART. 12: - The Board of Directors or the Office will determine solutions to bring for special cases that cannot be found in the statutes until the next General Assembly takes place.

- THIRD TITLE -

RESOURCES OF THE ASSOCIATION

ART. 13 : - The resources of the Association are:

ART. 14: - The Financial Manager makes up a fund accountancy about outgoings and incomings.

- FOURTH TITLE -

CHANGE OF THE STATUTES AND DISSOLUTION

ART. 15:- Change of the statutes.

Only the Board of Directors or the third of the Members who constitute the General Assembly can propose to change the statutes. The General Assembly validly deliberates only if half plus one of its Members are present. If the Assembly does not reach this quorum, a new sovereign Assembly is held at least fifteen days later (the demand reproduces the agenda by telling the date and results of the first meeting). In all cases, statutes can be modified only by the two third majority among the present Members.

ART. 16: - Apart from article 5 in the current statutes, The General Assembly that has to pronounce itself about the dissolution of the Association has to be composed at least of more than half plus one of its Members. If not, The Assembly is asked for again but at least fifteen days later. Then, it can validly deliberate whatever the number of people is. In all cases, dissolution can be pronounced only according to the majority of the two third present Members.

ART. 17: - In case of dissolution, The Board of Directors states upon the devolution of the Association’s heritage and nothing can be given to the Members of the Association. The whole capital of the Association will be given to public services known as public use that will receive the rest of the money after having paid the debts and the charges of the Association. One or several Members of the Association will be named and be given the right power to act.

CREST, 18 August 2005 (eighteen of August, two thousand five).