t UNANIMOUS WRITTEN CONSENT OF THE BOARD OF DIRECTORS OF AFFIRM FILMS, INC. BACK BREAKER FILMS, INC BLAZE FILMS, INC. DARK COUNTRY PRODUCTIONS, INC. DEVIL'S WORK PRODUCTIONS, INC. EAT PRAY LOVE PRODUCTIONS, INC. FAMOUS PLAYERS, INC. HOW DO YOU KNOW PRODUCTIONS, INC I.B.C.C FILMS, INC. JACK & JILL PRODUCTIONS, INC. JUNIPER PRODUCTIONS, INC. L.O.Z. PRODUCTIONS, INC. LAKEFRONT PRODUCTIONS, INC. MILES DEEP PRODUCTIONS, INC. MONSTER HOUSE, INC NOVA PRIME, INC. PANTHER FILM PRODUCTIONS US, INC. PARTY IN A PARLOR, INC. RANDOM HEARTS PRODUCTIONS, INC. RASTAR FEATURES, INC. RASTARFILMS, INC. RASTAR TELEVISION, INC. RESTLESS PRODUCTIONS, INC. RT PRODUCTIONS, INC. SALAMANDER FILM PRODUCTIONS, INC. SCFV DEVELOPMENT, INC. SCFV PICTURES, INC. SCISSORS, INC. SEVEN POUNDS PRODUCTIONS, INC. SONY PICTURES WORLDWIDE ACQUISITIONS INC. STAGE 6 FILMS, INC. S.W.A.G. HOLDING COMPANY TIBERNLA PRODUCTIONS, INC. WHYOMING PRODUCTIONS, INC. WINTER PRODUCTIONS, INC. Califomia corporations The undersigned, being all of the Directors of the above-listed California corporarinnc cth^ "Corporations"), acting without a meeting pursuant to Section 307(b) ofthe California Code, hereby take the following actions by their unanimous written consent: Onginal document filed under company first named 1 Acceptance ofResi^nation WHEREAS, RogerToll has resigned as ofFebruary 2^, 2013from his positions wilh the Corporations as set forth on ExhibitAhereto^ NOW,THEREFORE,BEITRESOLVED,thattheCorporationsheieby accept his resignation and thanks him for his service as an Officer of the above listed Corporations. 2 Appointment of Officer. NOW,THEREFORE, BEITRESOLVED, ihatDavidASteinbeigshall be andhereby is elected to the positions with the Corporations as set forth on ExhibitB hereto, with effect from February 2^, 2013, to hold such positions until his successors are duly elected. RESOLVED FURTHER,thattheofficersoflheCorporation be, andeachof them hereby is, authorizedand directed toexecute, deliverand file, as appropriate, any andalldocuments, in such form as theofficerorofficersexecuting, delivering or filing thesameshall approve, theexecution, delivery orfiling by such officer or officers to beconclusiveevidence ofsuch approval, and to takeall such furtheraction as such officer or officers considers necessary or desirable, in orderto carry out the purposes and intents of the foregoing resolutions. The undersigned haveexecuted this instrument as of the dayof 2013,and hereby direct thatacopy be filed with the minutes ofeach ofthe Corporations J onn jo. Fukunaga, Director David C. Hendler, Director //S^/l/ZQ M_eah Weil, Director ExhibitA ^GGERT^GLL ListofCompanies Comn^ny Title Affirm Films, Inc. Executive VP,Legal Affairs,and Asst. Secretary Back Breaker Films, Inc. Executive VP,Legal Affairs^ and Asst. ^ecreta^y Blaze Films, Inc. Executive VP,Eegal Affairs,and Asst. secretary Dark Country Productions, Inc. Executive VP,Legal Affairs, and AsstSecretary Devil's Work Productions, Inc. Executive VP,Legal Affairs, and Asst. Secretary Eat Pray Love Productions, Inc. Executive VP,Legal Affairs, and Asst.Secretary Famous Players, Inc. Executive VP,Eegal Affairs,and AsstSecretary How DoYou Know Productions^ Inc. Executive VP, Legal Affairs, and Asst. Secretary I B C C Pilms,Inc Executive VP,Eegal Affairs,and Asst.secretary Jack^Jill Productions, Inc Executive VP,Eegal Affairs, and Asst. ^ect^etary Juniper Productions, Inc. Executive VP,Eegal Affairs, and Asst. secretary L O.Z. Productions, Inc. Executive VP,Legal Aflairs, and Asst. Secretary Lakefront Productions, Inc. Executive VP,Legal Aflairs,and Asst. secretary Miles Deep Productions^ Inc. Executive VP,Legal Affairs, and AsstSecretary Monster House, Inc. Executive VP,Legal Affairs, and Asst. Secretary ^^va Prime, Inc. Executive VP,Ee^al Affairs^ and Asst. Secretarv ^^^ther Film Productions US, Inc Executive VP,Eegal Affairs, and Asst. secretary Party InAParlor, Inc. President Random Hearts Productions, Inc. Executive VP,EegalAf^irs,and Asst. Secretary Rastar Features, Inc. Executive VP,Eegal Affairs, and Asst. secretary Rastar Films, Inc. Executive VP,Eegal Affairs, and Asst. Secretary RastarTelevision,lnc. Executive VP,LegalAf^irs, and Asst. Secretary Restless Productions, Inc. Executive VP,Eegal Affairs, and Asst. Secretary RT Productions, Inc President S.W.A.G. Holding Company Executive VP,Eegal Affairs,and Asst. secretary salamander Film Productions, Inc President SCFV Development, Inc. Executive VP,Eegal Affairs,and Asst. Secretary SCl^V Pictures, Inc Executive VP,Ee^al Affairs, and Asst.Secretary scissors. Inc Executive VP,LegalAf^irs, and Asst.Secretary ^even Pounds Productions, Inc. Executive VP,LegalAf^irs,and Asst.Secretarv Sony Pictures Worldwide Acquisitions Inc Executive VP,Eegal Affairs, and Asst Secretaiy Stage^Films,lnc. Executive VP,Eegal Affairs,and Asst Sectetary Tibemia Productions, Inc. Executive VP,LegalAf^irs, and Asst. Secretary WHYoming Productions, Inc Executive VP,EegalAf^irs, and Asst. Secretary Wmter Productions, Inc. Executive VP,Legal Affairs, and Asst. Secretary^ ExhibitB DAVID A. STEINBERG List of Companies Company Title Affinn Films, Inc. Executive VP, Legal Affairs, and Asst. Secretary Back Breaker Films, Inc. Executive VP, Legal Affairs, and Asst. Secretary Blaze Films, Inc. Executive VP, Legal Affairs, and Asst. Secretaiy Dark Country Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary Devil's Work Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary Eat Pray Love Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary Famous Players, Inc. Executive VP, Legal Affairs, and Asst. Secretary How Do You Know Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary I.B.C.C. Films, Inc. Executive VP, Legal Affairs, and Asst. Secretarv Jack & Jill Productions, Inc. Executive VP, Le^al Affairs, and Asst. Secretarv Juniper Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary L.O.Z. Productions, Inc. Executive VP, Le^al Affairs, and Asst. Secretarv Lakefront Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretarv Miles Deep Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary Monster House, Inc. Executive VP, Legal Affairs, and Asst. Secretary d&lpva Prime, Inc. Executive VP, Legal Affairs, and Asst. Secretary ^mther Film Productions US, Inc. Executive VP, Legal Affairs, and Asst. Secretary Party In A Parlor, Inc. President Random Hearts Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary Rastar Features, Inc. Executive VP, Legal Affairs, and Asst. Secretary Rastar Films, Inc. Executive VP, Legal Affairs, and Asst. Secretarv Rastar Television, Inc. Executive VP, Legal Affairs, and Asst. Secretary Restless Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary RT Productions, Inc. President S.W.A.G. Holding Company Executive VP, Legal Affairs, and Asst. Secretary Salamander Film Productions, Inc. President SCFV Development, Inc. Executive VP, Legal Affairs, and Asst. Secretary SCFV Pictures, Inc. Executive VP, Legal Affairs, and Asst. Secretarv Scissors, Inc. Executive VP, Legal Affairs, and Asst. Secretary Seven Pounds Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary Sony Pictures Worldwide Acquisitions Inc. Executive VP, Legal Affairs, and Asst. Secretary Stage 6 Films, Inc. Executive VP, Legal Affairs, and Asst. Secretary Tibemia Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary WHYoming Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary Winter Productions, Inc. Executive VP, Legal Affairs, and Asst. Secretary .