FILED In the O#j ARTICLES OF INCORPORATION Secretary of State of axa OF OCT 11 2009 ESTATES OF LEGENDS RANGH HOMEOWNERS ASSOCIATIONS PRM#tions Section oe The undersigned, a natural pérsdn of the age of eighteen (18) years or more and a citizen: of the State of Texas; acting as incorporator of a corporation under-the Texas Non-Profit Corporation Act, does hereby adopt the following Articles of Incorporation for such corporation: ARTICLE ONE The name of the Corporation is Estates of Legends Ranch Homeowners Association, Inc. (hereinafter referred to as the “Association”), .
, ARTICLE TWO The Association is a non-profit corporation organized pursuant to the provisions of the Texas Non-Profit Corporation Act. No part of the income of the Association shail - inure to the benefit of any of its members of any other individual. The Association shall not carry on any activity for the profit of its members, or distribute any gains, profits, or dividends to any of its members or engage, except to an insubstantial degree, in any activities which are not in furtherance of the primary purpose of the Association.
ARTICLE THREE _ The period of duration of the Association is perpetual.
ARTICLE FOUR The street address of the initial registered office of the Association is Suite 800, 1001 Fannin St, Houston, Texas 77002 and the name of its initial registered agent at such address is Richard L. Rose.
004201 00001 8\335197,1 RROSE ARTICLE FIVE "The primary purpose for which the Association Is formed is to be and constitute the corporation to which reference is made in that certain Declaration of Covenants, Conditions and Restrictions for Estates of Legends Ranch (hereinafter called the “Declaration") recorded: or-to--be recorded. In. the..Office ofthe County..Cletk.. of
certain Declaration of Covenants, Conditions and Restrictions for Estates of Legends Ranch (hereinafter called the “Declaration") recorded: or-to--be recorded. In. the..Office ofthe County..Cletk.. of Montgomery County, Texas, as the same may be amended from time to time in accordance with the provisions thereof, to exercise all rights and powers specified in the Declaration, in the Association's By-Laws (the "By-Laws"), and as provided by law, and _ to further the interests of the owners of the property subject to the Declaration, and such other property as may hereafter be annexed to the jurisdiction of the Association.
In furtherance of its purposes, the Association shall have the following powers, which, unless indicated otherwise by the Declaration or the By-Laws, may be exercised by the Association's Board of Directors: A. all of the ‘powers conferred upon non-profit corporations by common law and the statutes of the State of Texas in effect from time to time; B, all of the powers necessary or desirable to perform the obligations and duties and to exercise the rights and powers set out in these Articles, the ~ Declaration, or the By-Laws, including, without limitation, the following: (i) preparing and adopting annual budgets of the Association's expenses; (ii) making assessments to defray the Association's expenses as set forth in the Declaration and collecting such assessments; (iii) providing for the operation, care, upkeep, and maintenance of all of the property and facilities owned by the Association and the property and facilities within or in the vicinity of the property within the jurisdiction of the Association not owned by the Association as set forth in the Declaration; 004201.0000181335197,.1 RROSE 2
operty and facilities within or in the vicinity of the property within the jurisdiction of the Association not owned by the Association as set forth in the Declaration; 004201.0000181335197,.1 RROSE 2 (iv) designating, hiring, and dismissing the personnel necessary for the operation of the Association and the maintenance, operation, repair, and replacement of its property and, where appropriate, providing for the compensation of such personnel and for the purchase of equipment, supplies, and materials to be used by such personnel in the performance of their duties; (v) collecting the assessments, depositing the proceeds thereof in.a bank depository which it shall approve, and using the proceeds to operate the Association; (vi) making and amending rules and regulations; (vii) opening bank accounts on behalf of the Association and designating the signatories required; (vill) making or contracting for the making of repairs, additions, and improvements to or alterations of the Association's property in accordance with the provisions of the Declaration after damage or destruction by fire or other casualty; (ix) enforcing the covenants, conditions, and restrictions created by the Declaration and the rules and regulations adopted -by the Association, and bringing any proceedings which may be instituted on behalf of or against the owners of property subject to the Declaration; (x) obtaining and carrying insurance against casualties and liabilities as provided in the Declaration, including directors and officers liability insurance, and paying the premium cost thereof; (xi) - paying the cost of all services rendered to the Association or its members and not chargeable directly to specific property owners; (xii) keeping books with detailed accounts of the receipts
f; (xi) - paying the cost of all services rendered to the Association or its members and not chargeable directly to specific property owners; (xii) keeping books with detailed accounts of the receipts and expenditures affecting the Association and Its administration, specifying the maintenance and repair expenses and any other expenses incurred; (xii) making available (for a reasonable charge) to any prospective purchaser of a portion of the property subject to the Declaration or any mortgagee, and the holders, insurers, and guarantors of a mortgage, current copies of the Declaration, these 004201 ,000018\335 197.1 RROSE 3 Articles, the By-Laws, the rules governing such property and all other books, records, and financial statements of the Association; (xiv) permitting utility suppliers and suppliers of other services to use portlons of the Association's property, (xv) engaging in activitles which will foster, promote, and advance the common Interests of the owners of property within the jurisdiction of the Association; (xvi) buying or otherwise acquiring, selling, or otherwise disposing of, mortgaging, or otherwise encumbering, exchanging, leasing, holding, using, operating, and otherwise dealing in and with real and personal property of all kinds and any right or interest therein for any purpose of the Association, which shall include the power to foreclose its lien on any property subject to the Declaration, by judicial or nonjudicial means, (xvil) borrowing money for any purpose subject to such limitations as may be contained in the Declaration or the By-Laws; (xviii) entering into, making, performing, and enforcing _ contracts of every kind and description, and doing all other acts necessary, appropriate, or advisable in carrying-out any purpose of
y-Laws; (xviii) entering into, making, performing, and enforcing _ contracts of every kind and description, and doing all other acts necessary, appropriate, or advisable in carrying-out any purpose of . the Association, with or in association with any other association, corporation, or ather entity or agency, public or private; (xix) adopting, altering, and amending or repealing such By-Laws as may be necessary or desirable for the proper management of the affairs of the Association; provided, however, such By-Laws may not be inconsistent with or contrary to any provisions of the Declaration; and (xx) providing or contracting for services benefitting the property subject to the Declaration, including, without limitation, telecommunication services, cable television services, garbage removal and other services as may be necessary or desirable.
The foregoing enumeration of powers shall not limit or restrict in any manner the exercise of other and further rights and powers which may now or hereafter be allowed or permitted by law; and the powers specified In each of the paragraphs of this Article are independent powers, not to be restricted by reference to or Inference from the terms of any other paragraph or provisions of this Article.
0042.01 000018335197.1 RROSE 4 ARTICLE SIX The Association shall be a membership corporation without certificates or shares of stock. Each and every person or entity who owns a Lot (as defined in the ' Declaration) within the property subject to the jurisdiction of the Association, including contract sellers, but excluding any person or entity who holds an interest merely as security for the performance of an obligation or those owning an easement right, a
on of the Association, including contract sellers, but excluding any person or entity who holds an interest merely as security for the performance of an obligation or those owning an easement right, a mineral interest, or a royalty interest, shall be a member of the Association (each of such persons or entitles being hereinafter referred to as an Owner"). Membership In the Association: shall be appurtenant to and may not be separated from ownership of a Lot.
(a) (b) ARTICLE SEVEN.
The Association shall have two classes of membership: CLASS A. Class "A" Members shall be all Owners with the exception of the Declarant (as defined in the Declaration). Class "A° Members shail be entitled to one (1) vote for each Lot of which they are the Owner. In the event.the Owner of a Lot is one or more persons or entities, the vote for such Lot shall be exercised as those Members among themselves determine but in no event shall more than one vote be cast with respect to each Lot in which such Members own undivided interests. The vote for such Lot shall be suspended in the event more than one Member seeks to exercise if. The voting rights of a Lot owned by a corporation, a partnership or other entity shall be exercised by the individual designated from time to time by the Owner In a written instrument provided to the Secretary of the Association.
CLASS B. The Class "B" Member shall be the Declarant who shall be entitled to three (3) votes for each Lot of which it is the Owner.
004201.00001 8\335197,1 RROSE 5 The Class "B" membership shall cease and be converted to Class "A" membership on the earlier of (i) the date that the number of Class "A" votes equals the number of Class "B" votes or (ii) on December 31, 2010 or on such earlier dafe that the Declarant, in its
ss "A" membership on the earlier of (i) the date that the number of Class "A" votes equals the number of Class "B" votes or (ii) on December 31, 2010 or on such earlier dafe that the Declarant, in its discretion, determines and specifies in an instrument recorded in the real property records of Montgomery County, Texas.
ARTICLE EIGHT The Association shall act through a board of directors (the "Board of Directors" or the Board”) containing a minimum of three (3) members which shall manage the affairs of the Association as specified In the By-Laws. Members of the Board need not ' be members of the Association. The initial Board shall contain three (3) members and the.names and addresses of the initial Board of Directors who are to serve until their successors are appointed or elected are: (1) Clinton D. Pendleton Suite 230, 19627 !-45.North Spring, Texas 77388 (2) D. Geoff Morrison Suite 230, 19627 !-45 North Spring, Texas 77388 (3) Jean V. Swanson Sulte 230, 19627 §-45 North Spring, Texas 77388 The number of directors may be changed at any time by the Board of Directors provided that a reduction in the number of directors shall not shorten the term of any director.
The method of election or appointment of members of the Board, removal and filling of vacancies, and the term of office of directors shall be as set forth in the By-Laws. The Board may delegate such operating authority to such companies, individuals, or committees as it, in its discretion, may determine, 004201.0000181335197.1 RROSE 6 ARTICLE NINE The By-Laws of the Association may be amended at any time by the Board of Directors.
ARTICLE TEN The Association reserves. the. right. to amend. or. repeal. any. provision of these Articles in the manner now or hereafter prescribed by law; provided, however, any
he Board of Directors.
ARTICLE TEN The Association reserves. the. right. to amend. or. repeal. any. provision of these Articles in the manner now or hereafter prescribed by law; provided, however, any amendment of these Articles must be approved by two-thirds (2/3rds) vote of each class of the members of the Association who are voting, in person or by proxy, at a meeting duly,called for such purpose. .
ARTICLE ELEVEN in the event-of the dissolution of the Association, the assets of the Association shall be dedicated to an appropriate public agency to be used for purposes similar to those for which the Association was created. In the event that such dedication is ' réfused acceptance, such assets shall be granted, conveyed and assigned to any honprofit corporation, asscciation, trust or other organization to be devoted to such similar purposes. | ARTICLE TWELVE The name and address of the incorporator of the Association Is: Richard L. Rose 800 First City Tower 1001 Fannin Street Houston, Texas 77002 ARTICLE THIRTEEN The Association shall indemnify any person who Is or was a director of the Association against judgments, penalties, fines, settlements, and reasonable expenses actually incurred by such person in connection with any action, sult, or proceeding, whether civil or criminal in nature, in which he is made a party by reason of being or 004201,000018335197.1 RROSE 7