VILLAGES of HOMESTEAD HOMEOWNERS' ASSOCIATION, INC.

Transcription

1 ARTCLES o'f NCORPORATON of VLLAGES of HOMESTEAD HOMEOWNERS' ASSOCATON NC. n complance wth the requrements of Chapter 617 Florda Statutes the undersgned all of whom are resdents of the State of Florda and all of whom are of full age have tms day voluntarly assocated themselves together for the purpose of formng a corporaton not for pr9ft and do hereby certfy: ARTCLE The name of the corporaton shall be Vllages of Homestead Homeowners' Assocaton nc. hereafter called the "Assocaton". ABTCLE The prncpal offce of the Assocaton shall be located at the resdent or bu~ness address n' Dade County Florda of the then Presdent of the Assocaton. ARTCLE EMLO A. CERRA whose address s 311 N.E. 8th. St. Homestead Florda ~3030 s hereby apponted the ntal regstered agent of ths Assocaton. ARTCLE V Purpose and Powers of the Assocaton Ths Assocaton does not contemplate pecunary gan or proft to the memb~rs thereof and the specfc purposes tor whch t s formed are to provde for mantenance p~eservaton archtectural control of the resdental Lots Common Areas and Lake wthn that certan tract of property descrbed as Blocks 1 through 13 nclusve and Tracts D through M nclusve HOMES~EAD LAKES TENNESSEE EAST accordng to the plpt thereof recorded l') Plat Book 109 Page 26 of the Publc Records of Dade County Florda; and Blqcks 1 through 10 nclusve and Tracts C through E nclusve HOMESTEAD Lf\KES FARM LFE WEST accordng to the plat thereof recorded n Plat Book 109 Page 40 of the Publc Records of Dade County Florda; together wth amy reversonary nterests n Propertes desgnated as dedcated on the above plats and to promote the hea th safety and welfare of the resdents wtll n the above descrbed property a nd any addtons thereto as may hereafter be brought wthn the jursdcton of ths Assocaton for ths purpose and to: (ar exercse a'l of the powers and prvleges and to perform all of the dutesland oblgatons. of the Assocaton as set forth n that certan Declaraton of Covenants COhdtons and Restrctons herenafter called the "Declaraton" applcable to the property dfted September and recorded September n Offcal Records Book Page 1539 of the Publc Records of Dade County Florda and as the same may be amended from tme to tme as theren provded sad Declaraton and all defned terms theren beng ncorporated heren as f set forth at length.' (b) fx levy collect and enforce payment of by any lawful meant> all cha;rges or assessments pursuant to the terms of the Declaraton; to pay all expenses n connefton therewth and all offce and other expenses ncdent to the conduct of the busness of the Assocaton and

2 ncl udng all lcenses taxes or governmental charges leved or mposed agast the property of the Assocaton;! (c) acqure (by gft purchase or otherwse) own hold mprove buld lupon operate mantan convey sell lease transfer dedcate for publc use or otherwse d~pose of real or personal property n connecton wth the affars of the Assocaton; ~. (d) borrow money and wth the assent of two-thrds (2/3) of each cla~s of members mortgage pledge deed n trust or hypothecate any or all of ts real or persomal property as securty for money borrowed or debts ncurred; (e) dedcate sell or transfer all or any part of the Common Area to any publc agency authorty or utlty for such purposes and subject to such condtons as may b'le agreed to by the members. No such dedcaton or transfer shall be effectve unless an rstrument has been sgned by two-thrds (2/3) of each class of members agreeng to such d~dcaton sale or transfer; (f).partcpate n mergers and consoldatons wth other nonproft corporatons organzed for the same purposes or annex addtonal resdental property and Common Area provded that any such merger consoldaton or annexaton shall have the assent of two-thrds (2/3) of each class of members;. (g) contract from tme to tme wth one or more persons frms or corporatons for the purpose of provdng professonal management ohhe Assocaton and delega~e to the party wth whom such contract has been entered the powers and dutes of the Assooaton except those that requre specfc approvpl of the Board of Drectors or members. (h) have and to exercse any and all powers rghts and prvleges that ~ corporaton organzed under the Corporatons Not For Proft Laws of the State of Florda by law may now. or hereafter have or exercse. ARTCLE V Membershp Every person or entty who s a record owner of a fee or undvded fee nterestn ady Lot that s subject by covenants of record to assessment by the Assocaton ncludng contract sellers shall be a member of the Assocaton. The foregong s not ntended to nclude persons or enttes who hold an nterest merely as securty for the performance otan oblgaton. Membershp shall be appurtenantto and may not be separated from ownershp of any Lot that s subject to assessment by the ~ssocaton. ARTCLE V 'Secton 1. Classes of Membershp. The Assocaton shall have two (2) classes of v~tn~ membershp: Votng Rghts Class A. Class A members shall be all Owners as defned n Artcle V wth th~ excepton of the Developer and shall be enttled to one vote for each Lot owned. Class A members ownng undeveloped Tracts shall be enttled to 4.5 votes for each acre of sad Tract n whch they hold the nterest requ red for membershp as above provded. At such t me as\sa d Tracts are subdvded nto Lots the vote shall be converted to one (1) vote per actual Lot. When more than one (1) person holds an nterest n any Lot or Tract. all such persons shall be; members. The vote for such Lot or Tract shall be exercsed as theydetermne but n no eventlshall more than one (1) vote be cast wth respect to any Lot or4.5 votes per acre wth respect to any undeveloped Tract. Class B. The Class B member(s) shall be the Developer and shall be enttled to three(3) votes for each Lot. and 135 votes per acre for each acre of undeveloped Tract py.tned. At such tme as sad Tracts are subdvded nto L.ots the vote shall be converted to three (3)votes per actual Lot. The Class B member shall be enttled to elect a majorty of th.e Board of Drectors The Class B membershp shall cease and be converted to Class A mem;bershp on the happenng of etller of the followng events whchever occurs earler:

3 () a w hen the total votes outstandng. n the Class A membershp equa the total votes outstandng n the Class B membershp; or (b) on December Secton 2. Meetngs of Members. The By-laws ofthe Assocaton shall provd for an annual 1 meetng. f members and may make provsons for regular and specal meetngs of rrembers other 0.. than the annual meetng. :JJ < ARTCLE V The Assocaton shall have perpetu\31 exstence. Corporate Exstence ARTCLE V Board of Drectors Secton 1. Management by Drectors. The property busness and affars of the ASFocaton shall be ma naged by a Board of Drectors whch shall consst of not less than three (3) perso~s but as many persons as the Board of Drectors shall from tme to tme determne. A majorty of tte drectors n offce shall consttute a quorum for the transacton of busness. The By-ayvs shf" provde for meetngs of Drectors ncludng an annual meetng. Secton 2. Orgnal Board of Drectors. The names and addresses of the frst Board of Drectors of the Assocaton who shall hold offce untl the frst annual meetng of members andluntl qualfed. successors are duly elected and have taken offce shall be as follows: : Emlo A. Cerra 311 N.E. 8th. Street 1 Homestead Florda George E. Mlls Jr. 311 N.E. 8th~ Street Homestead Florda 3:3030 Guy Bono 311 N.E. 8th. Street Homestead Florda James E. Kaercher 311 N.E. 8th. Street Homestead Florda 3!3030 Secton 3. Electon of Members of Board of Drectors. Except for the frst Board of Drectors ' drectors shall be elected as provded by the By-laws of the Assocaton and the By-laWS may provde for the method of votng n the electon and for removal from offce of drectors. Drectors need not be. members of the Assocaton nor resdents of the Vllages of Homestead development. Secton 4. Duraton of Offce. Persons elected to the Board 01' Drectors shall ho:d offce untl the next succeeqng annual meetng of members and thereafter untl qualfed succe~sors are duly elected and have taken offce. Secton 5. Vacances. f adrector elected by the general membershp shall for anyreason cease to be a drector the remanng drectors so elected may elect a successor te fll the vcl1cancy for the balance of the unexpred term. ARTCLE X Offcers Secton 1. Offcers Provded For. The Assocaton shall have a Presdent a VcJ Presdent a Secretary and a Treasurer and suck other offcers as the Board ;)f Drectors may frolll tme to tme elect. Secton 2. Electon and ADpontment of Offcers. The offcers of the Assocaton ~ accordance wth any applcable provson of the By-laws shall be elected by the Board of Drectbrs for terms of one (1) year and untl qualfed successors are duly elected qnd have taken offce. The!BY-laWS may provde for the method of votng n the electon for the removal from offce of offc~rs for fllng.. vacances and for the dutes of the offcers. The Presdent and Vce Presdent shall be d~ectors other offcers mayor may not be drectors of the Assocaton. f the offce of Presdent shall b~come vacant

4 . n or f the Presdent shall be unable or unavalable to act. any Vce fj'resdent shall for any rea so..'... t ly succeed to the offce or perform ts dutes and exercse ts powers. f any offce other automa ca than that of the Presdent shall become vacant for any reason the B.oard.of Drector:s may e'lec! or appont an ndvdual to fll such vacancy. Secton 3. Frst Offcers. The names and addresses of the frst offcers of the Asr0caton who shall hold offce untl the frst annual meetng of drectors and Hlereafter untl succ E1ssors are duly elected and hav~taken offce shall be as follows: Offce Presdent Vce Presdent Secretary and Treasurer Emlo A. Cerra James E. Kaercher George E. Mlls Jr. 311 N.E. 8th. St: Home~te1d Fla N.E. 8th. St. Homestead Fla N.E. 8th. St. H()meste~d Fla ARTCLE X By-laws The Boa rd of Drectors shall adopt By-laws consstent wth these Artcles of ncorderaton. 5 uch By-laws may be altered amended or repealed by the Board or the membershp n the m~nner set forth n the By-laws. ARTCLE X Amendments Secton 1. Amendments to these Artcles of ncorporaton shall be proposed and approved by the. Board of Drectors and thereafter submtted to a meetng of the membershp of the Assocaton for adopton or rejecton. Amendment of these Artcles shall requre the assent of 75%\ of t~e entre membershp provded that no amendment may be made whch would affect the rghts of the Developer as descrbed heren wthout the consent of the Developer. Secton 2. n case of any conflct between these Artcles of ncorporaton and\the By-laws these Artcles shall control; andn case of any conflct between these Artcles of ncorpo~aton and the sad Declaraton the sad Declaraton shall control. ARTCLE X Subscrbers. ' The names and addresses of the subscrbers to these Artcles of ncorporaton a~e: Emlo A. Cerra George E. Mlls Jr. Guy Bono James E. Kaercher. 311 N.E. 8th St. Homestead Fla. 33;030 ARTCLE X Dssoluton The Assocaton may be dssolved consstent wth the appccble provsons of Flor'jda Statutes upon petton havng the assent gven n wrtng and sgned by not less than two-th:ds (U3) of each..! class of members. Upon dssoluton of the Assocaton other than ncdent to a merger or consoldaton the assets of the Assocaton shall' be dedcated to an appr~prate publc agenh to be used

5 es s 'mlar to those for whch ths Assocaton was created n the event that su~h dedcaton for purpos f d acceptance such assets shall be granted conveyed and assgned to any nonproft cor- S re use ' : poraton assocaton trust or other organzaton to be devoted to such smlar purpores. ARTCLE XV ndemnfcaton The Assocaton shall ndemnfy any person whos made a party or s threatened fo be made a party to any clam sut proceedng or lablty by reason of the fact that he s or was a dr~ctor offcer employee agent or representatve of the Assocaton to the fullest extent permtted by :aw and the Assocaton may advance expenses to any such person to the fullest extent permtted by law. The Assocaton shall also have the power to purchase and mantan nsurance on behalf of any person who s or was a drector offcer employee agent or representatve of the Assoca1ton aganst any lablty asserted aganst hm n any such capacw. ARTCLE XV FHA/VA Approval As long as there s a Class B membershp the followng actons wll requre the prot approval of the Federal Housng Admnstraton or t~e Veterans Admnstraton: annexaton of ad~tonal propertes mergers and consoldatons mortgagng of Common Area dedcaton of C01mon Area dssoluton and amendment of these Artcles. N WTNESSWHEREOF for the purpose offormng ths corporaton underth(3lawsofthe State of Florda we the undersgned consttutng the ncorporators of ths Assocaton have executed these Artcles of ncorporaton ths 11 th day of January c ( { c t. r ~ f STATE OF FLORDA COUNTY OF DADE SS: EMLO A. qerra GEORGE E.MLLS JR. GUY BONO! JAMES E. K~ERCHER The foregong nstrument was acknowledged before me ths 11 th day of January 197~ by Emlo A. Cerra George E. Mlls Jr. Guy Bono and James E. Kaercher. PAMELA CAMBRON Notary Publc