es 18 BYLAWS OF POA OF THE SANCTUARY AT LAKE RIDGE ARTICLE ONE REGISTERED OFFICE 1.01. The registered office of POA of the Sanctuary at Lake Ridge (the “Corporation”) shall be at the location as set from time to time by the Corporation. The name of the registered agent of the Corporation at such address is the agent as is appointed bythe Corporation from time to time.
ARTICLE TWO DEFINITIONS 2.01 As used in these Bylaws the following definitions shall apply ently on record or are 3 aperby annexed thereto by BLUEGREEN SOUTHWEST ONE, L.P., is hereinafter referred to collectively as “The Sanctuary” or the “Subdivision,” so long as sue erties are bound by any subdivision restriction promulgated by BLUEG N referred to herein as the “Developer” restrictions provide for the collection_o by the Developer, on behalf of the Corporation, or a third-party company ip d in homeowners or property owners association management, orb? prporation, until the Control Transfer Date (as defined in the Restrictiog j the Developer or third-party company acting on behalf of the Corp case may be, shall deliver to the Corporation all funds on hand togethte Developer (and the company acting on behalf of the Corporation, if ‘ol Transfer Date, the Corporation, shall maintain separate 2 y, aS same may be amended from time to time) in the Subdivision shall entitle the-ewa€r thereof of one membership in the Corporation. Members of the Corporation shall include all those persons or entities who are voting members, non-voting members, or advisory members of the Corporation as provided below. The Declaration of Covenants, Conditions and Restrictions referred to in this paragraph may be referred to herein as the “Restrictions”.
bers, or advisory members of the Corporation as provided below. The Declaration of Covenants, Conditions and Restrictions referred to in this paragraph may be referred to herein as the “Restrictions”.
2. For purposes of these provisions, those persons who have purchased any of the Tracts in the Subdivision under the provisions of any Contracts of Sale and Purchaser SNR RNa tps tin with the Veterans Land Board of the State of Texas shall be considered as “members” of the Corporation, and the State of Texas shall not be considered as a member of the corporation. In the case of any Tracts owned by two or more persons or entities other than one individual, the owner or owners thereof my designate one person in writing as the person eligible for memberships.
3. A person shall be considered as an owner of a Tract in the Subdivision only after such person has received legal title in such Tract, or after legal title in such Tract,has been transferred by BLUEGREEN SOUTHWEST ONE, L.P. (or its successoks ‘or assigns) to the individual, the entity, or the Veterans Land Board of the State of 7éxe (C) VOTING MEMBERS: All those persons or entities o Tracts in the Subdivision who are (a) current in the payment of any and‘ due to BLUEGREEN SOUTHWEST ONE, L.P. or the Corporatio: default under any of the subdivision restrictions affecting Subdivision; and (c) are current in all other dues or othe BLUEGREEN SOUTHWEST ONE, L.P., its successors voting member of the Corporation.
(D) NON-VOTING MEMBERS: ting members of the Corporation shall be those members who are in arrears for of any assessments, or in the payment of any r accounts of the Corporation, or in default in the performance of¢ gations contained in any of the subdivision restrictions affecting the divi However, no members shall be
s, or in the payment of any r accounts of the Corporation, or in default in the performance of¢ gations contained in any of the subdivision restrictions affecting the divi However, no members shall be aye; any other dues or accounts, due to considered to be in default in the~p to be in default in the #erfeftna ef Any other obligations under the subdivision i ch member has been notified of such default by a ays. Notice shall be conclusively deemed as having been given if the no deposited in the U.S. mail, with postage properly prepaid, addresseg mber shall be in default, as provided for herein, if such member shall y assessments to the Corporation, as provided for in any subdivision e Subdivision, for more than thirty (30) days after the same shall become shall further be considered to be in default if he has violated any of the such violation, and has refused to correct such violation within thirty (30) days after the date such notice was given.
ET TEA ITEM SANTEE RE TTR NAL NANT PETS IS ERIN I PAN 0 St RN SE RAR ENG SRI AA A ona RA ES A ERNEST ONE Sten ae pane ARTICLE THREE MEMBERS MEETINGS 3.01 All meetings of the members shall be held at the registered office of the Corporation or at any other place within or outside this state as may be designated for that purpose from time to time by the Board of Directors.
3.02 Annual meeting of the members. The annual meetings of the members shall be held each year at the time and date as determined by the Board of Directors. If thi falls on a legal holiday, the annual meeting shall be held at the same time o following business day.
3.03 Notice of meetings. Notice of the meeting, stating the place, date,‘s
rd of Directors. If thi falls on a legal holiday, the annual meeting shall be held at the same time o following business day.
3.03 Notice of meetings. Notice of the meeting, stating the place, date,‘s meeting, and in the case of special meeting, the purpose or pup meeting is called, shall be given in writing to each member.
or advisory) at least ten (10) but not more than fifty meeting either personally or by mail or other means of to the member at his address appearing on the books of ion or given by him to the Corporation for the purpose of notice. ed meetings is not necessary until the meeting is adjourned for thirt}(38) days or more, in which case notice of the adjourned meeting shall be given as in unication addressed of the voting members constitutes a quorum for esence of a quorum has been confirmed, business 2 > fo maintain a quorum during the remainder of the s at-stich meeting. Any non-voting member may elevate his status to a fing mhenther by guring any default prior to the stated time of the meeting. Votes shall s ee Tracts, i.e., each Tract shall be entitled to one vote, and therefore, if ing\méember owns two or more Tracts, he shall be entitled to the same number of g shall own Tracts. There shall be no fractional voting, but rather, if a Tract is two or more persons, that Tract shall be entitled to only one vote and shall not be entitled to split that vote, and the owners of such Tract must, in writing, designate one of their members to be the voting member of the Corporation. A voting member may execute a written proxy granting to another voting member, or to any advisory member, the right to cast such voting member’s vote at any meeting. A voting member may not grant a proxy to a non-voting member as defined in Article 2.01 D.
another voting member, or to any advisory member, the right to cast such voting member’s vote at any meeting. A voting member may not grant a proxy to a non-voting member as defined in Article 2.01 D.
3.07 Presiding officer. All meetings of the membership shall be presided by the President of the Corporation, and may be conducted in accordance with Roberts Rules of Order.
ARTICLE FOUR BOARD OF DIRECTORS 4.01 The management of the Corporation shall be vested in a Board of Dir consisting of three directors, which board shall have full power and authority to c the purposes of the Corporation and to do any and all lawful acts necessary or thereto. The director shall have no individual power and shall only have collecti approved by the members. The Board of Directors ma general or limited special power and authority to thd a5 o nN o Ow < 2 1 = "A Ss = 3 ° a g o 2 R o n filled by reason of an increase in the number incumbent director. Any diego 0 oa b aw annual meeting or at a special meeting of the ase?
idual director may be removed from office ‘with or without cause before the Control Transfer Date by Bluegreen Southwest One, L.P., and after the Control Transfer Date by a vote of the majority of the voting members at any regular or special meeting of the members.
4.05 All meetings of the Board of Directors shall be held at the principal office of the corporation or at such place within or outside the state as may be designated from time by resolution of the board or by written consent of the members of the board. Regular hers nho RIE EOE SATE ESI A RS NERA EIA S84 eR NERS NA She PM RRP A RESON e559 meetings of the Board of Directors shall be held, without call or notice, immediately
f the members of the board. Regular hers nho RIE EOE SATE ESI A RS NERA EIA S84 eR NERS NA She PM RRP A RESON e559 meetings of the Board of Directors shall be held, without call or notice, immediately following each annual meeting of the membership of the Corporation, and at such other times as the directors may determine.
4.06 Special meetings of the Board of Directors for any purpose shall be called at any time by the President, or if the President is absent or unable or refuses to act, by the VicePresident or by any two directors. Written notices of the special meetings, stating the time and in general terms the purpose or purposes thereof, shall be mailed ten (10) prior to the meeting or personally delivered to each director not later than three (3) before the day appointed for the meeting.
act or decision done or made by a majority of the directors present act of the Board of Directors, unless a greater number igrequi Articles of Incorporation.
4.08 Any action required or permitted to be taken b of Directors may be taken without a meeting, and with the same force*and effett.as the‘inanimous vote of the stated hour on a stated day. Notice will be held need not be given to abs adjourned meeting. In the absence directors’ meeting, either regiar e ay adjourn from time to time until the time fixed for the next regular fheet d.
of the Board of Directors. The Secretary of the Corporation or, i aby’s absence, any person appointed by the presiding officer, shall act as Secr ty OF e Board of Directors.
hey may receive reimbursement for actual expenses incurred only upon of appropriate written evidence of such expenses incurred.
ARTICLE FIVE OFFICERS 5.01 The officers of the corporation shall be a President, a Secretary, a Treasurer, and
al expenses incurred only upon of appropriate written evidence of such expenses incurred.
ARTICLE FIVE OFFICERS 5.01 The officers of the corporation shall be a President, a Secretary, a Treasurer, and such assistant and other officers as the Board of Directors shall from time to time determine. Any two offices may be held by one person. All officers shall be elected by and hold office at the pleasure of the Board of Directors, which shall fix the tenure of all officers.
oh NE EA SY PA FE RO RRR PRE PEt NNN RENAN Er. © RP tN A AS RR EEE AE 5 RE ASE AE OE ALBION x wt AS 5.02 The officers of the corporation shall have the power and duties generally ascribed to the respective offices, and such additional authority or duty as may from time to time be established by the Board of Directors.
ARTICLE SIX EXECUTION OF INSTRUMENTS 6.01 The Board of Directors may, in its discretion, authorize an officer or offi or other person or persons, to execute any corporate instrument or document, or to si e corporation name without limitation, except where otherwise provided by law execution or signature shall be binding on the Corporation.
ARTICLE SEVEN MISCELLANEOUS 7.01 The Board of Directors, on behalf of the Corpor: allNg We authority to employ such agents or employees as the Board of Diréctors shaff Yeem appropriate for carrying out the purposes of this Corporation.
7.02 The Board of Directors shall have discréti assessments paid as provided for in any of the requirements imposed on any Tract in,the $ a./ Subject to the approval of the majority of the voting members at 4 meeting @ membership duly convened, the Board of Directors may increase or decréasevite aSséssments described in the subdivision restrictions, restrictive covenants, in y
ty of the voting members at 4 meeting @ membership duly convened, the Board of Directors may increase or decréasevite aSséssments described in the subdivision restrictions, restrictive covenants, in y as shown by recorded instytent ed forjrecord in Dallas County, Texas. All of the provisions relating to su Se creased, and to such assessments, which are ffécting any Tract of the Subdivision, or which may be eqbefitly created section of the Subdivision are hereby if stated in full.
over the disposition of any and all diMision covenants, restrictions, and hereinafter filed as t incorporated herein b Directors shall have the authority to appoint such committee to assist it in theapanaging df the Corporation as it shall deem appropriate, and to appoint to geese members or non-members of the Corporation. Such committee 4 Mumber and serve such functions as the Board of Directors may pver, there shall always be created an Architectural Control Committee as iff the subdivision restrictions, restrictive covenants, and conditions affecting units of the Subdivision as shown by recorded instruments in Dallas County, 2 er, there shall always be created a separate committee for each garden home community which shall have sole power and authority to govern and control issues that are unique to each of their communities. Each garden home committee shall have three committee members who shall be elected annually from the members of each community at an annual or special meeting of such members that is called for such purpose. The quorum and voting provisions of Section 3.05 and 3.06, above, shall apply to such meetings.
TNT Ate AN LE REE SN I EEN II REE IRIE RE CPE SI ARH EMBER PASS MH NN RERANCH os 7.04 The Corporation shall not enter into any contract to pay and shall not pay, any
ove, shall apply to such meetings.
TNT Ate AN LE REE SN I EEN II REE IRIE RE CPE SI ARH EMBER PASS MH NN RERANCH os 7.04 The Corporation shall not enter into any contract to pay and shall not pay, any salary or other remuneration to any officer, directors, or committee member for their services as such, or in any other capacity regardless of the capacity in which they may act. However, nothing in this section shall prevent the Corporation from reimbursing any officer or director for actual expenses incurred by such director or officer in the performance of his duties.
7.05 Any and all funds of the Corporation shall be deposited in a bank account ow by the Corporation. All demand withdrawal instruments and checks on such ‘pay account shall bear the signature of at least one authorized person, the identity6f-wt shall be made by the Board of Directors, and who may, but do not have to betitember the Corporation.
7.06 All books and records provided for by statute shall be opep members at any reasonable time.
7.08 If any provision of these Bylaws is The undersigned officer of POA of the Sanctuary at Lake Ridge has executed these Bylaws of POA of the Sanctuary at Lake Ridge on the he day of , 2010.
POA OF THE SANCTUARY AT LAKE RIDG By: 4 —_ Name: AA Kosch fe~ Title: WresjSene CC ) ACKNOWLEDGMENT STATE OF TEXAS § § county or VAIO This instrument was acknowled me on the day of (Vidas 2010, by \ of POA of the Sanctuary at Lake Ridge.
UBLIC, STATE OF TEXAS Filed and Recorded Official Public Records John F. Warren, County Clerk Dallas County, TEXAS 03/24/2010 01:01:02 PM $44.00 201000071479 se ead RR RR A RE aren aan i ai Mine itn 8 OE IGE ERE oman gan asthe