636-00-1017 ARTICLES OF INCORPORATION PALM BEACH ESTATES pROPEETY OWNERS ASSOC In compliance with the requirements of the Texas Non-Profit Corporation Act, undersigned, who is of full age, has this day voluntarily undertaken to form a corporation not for profit and does hereby certify: ARTICLE I NAME The name of the corporation is PALM BEACH ESTATES PROPERTY OWNERS ASSOCIATION, INC., hereinafter called the "Association".
ARTICLE II REGISTERED OFFICE The registered office of the Association is located at 206A South Loop 336 West, Suite 107, Conroe, Texas 7730].
ARTICLE I REGISTERED AGENT James R. Winkter, whose street address is 206A South Loop 336 West, Suite 107, Conroe, Texas 77301, is hereby appointed the initial registered agent of this Association.
ARTICLE IV PURPOSE AND POWERS OF THE ASSOCIATION This Association is a non-profit corporation, and the specific purpose for which it is formed is for the purpose of promoting the recreation, health, safety, and welfare of the Lot and , of the Map Records of Montgomery County, Texas) and for this purpose to: 656-00-1018 (a) exercise all of the powers and privileges and to perform all of the duties and obligations of the Association as set forth in that certain Declaration of Covenants, Conditions and Restrictions, hereinafter called the "Declaration", applicable to the property and filed under Clerk’s File No. in the Real Property Records of Montgomery County, Texas, and as the same may be amended from time to lime as therein provided, said Declaration being incorporated herein as if set forth at length; (b) fix, levy, collect and enforce payment by any lawful means, all charges
may be amended from time to lime as therein provided, said Declaration being incorporated herein as if set forth at length; (b) fix, levy, collect and enforce payment by any lawful means, all charges Or assessments pursuant to the terms of the Declaration; and pay all expenses in connection therewith and all office and other expenses incident to the conduct of the business of the Association, including all licenses, taxes or governmental charges levied or imposed against the property of the Association; (c) acquire (by gift, purchase or otherwise), own, hold, improve, build upon, operate, maintain, convey, sell, lease, transfer, dedicate for public use or otherwise dispose of real or personal property in connection with the affairs of the Association; (d) borrow money in order to pay for any expenditure or outlay required pursuant to the authority granted by the provisions of the Declaration; {e) participate in mergers and consolidations with other non-profit corporations organized for the same purposes or annex additional residential property and Common Area, provided that any such merger, consolidation or annexation shall have the assent of a majority of each class of members; (f) have and to exercise any and all powers, rights and privileges which a corporation organized under the Non-Profit Corporation Act of the State of Texas by law 6356-00-1019 now or hereafter may have or exercise.
ARTICLE V MEMBERSHIP Every person or entity who is a record owner of a fee or undivided fee interest in any Lot which is subject by covenants of record to assessment by the Association, including contract sellers, shal! be a member of the Association. The foregoing is not intended to include persons
in any Lot which is subject by covenants of record to assessment by the Association, including contract sellers, shal! be a member of the Association. The foregoing is not intended to include persons or entities who hold an interest merely as security for the performance of an obligation.
Membership shall be appurtenant to and may not be separated from ownership of any Lot which is subject to assessment by the Association.
ARTICLE VI VOTING RIGHTS The Association shall have two classes of voting members: Class A. Class A members shall be ali Owners with the exception of the Developer and Shall be entitled to one vote for each Lot. When more than one person holds an interest in any Lot, all such persons shall be members. The vote of such Lot shall be exercised as the persons among themselves determine, but in no event shall more than one vote be cast with respect to a Lot.
Class B. Class B members shall be Developer and shall be entitled to four (4) votes for each Lot owned. Class B membership shall cease and be converted to Class A membership on the happening of either of the following events; (i) when the total votes outstanding in the Class A membership equals the total votes outstanding in the Class B membership; or (ii) three (3) years from the date hereof.
ARTICLE VO BOARD OF DIRECTORS The affairs of this Association shall be managed by a Board of three (3) Directors. The number of directors may be changed by amendment of the Bylaws of the Association, but in no 636-00-1029 event shall the number be reduced to less than three. The names and addresses of the persons who are to act in the capacity of directors until the selection of their successors are as follows: James R. Winkler 206A South Loop 336 Wesz, Suite 107 Conroe, Texas 77301 Lynn Winkler
of the persons who are to act in the capacity of directors until the selection of their successors are as follows: James R. Winkler 206A South Loop 336 Wesz, Suite 107 Conroe, Texas 77301 Lynn Winkler 206A South Loop 336 West, Suite 107 Conroe, Texas 77301 John Wright 206A South Loop 336 West, Suite 107 Conroe, Texas 11031 At the first annual meeting the members shall elect one director for a term of one year, and two directors for a term of two years; and at annual meetings thereafter the members shall elect directors for two year terms as needed to restore Board membership to three directors.
ARTICLE VI INCORPORATOR The name and addresses of the Incorporators of the Association are as follows: James R. Winkler 206A South Loop 336 West, Suite 107 Conroe, Texas 77301.
Lynn Winkler 206A South Loop 336 West, Suite 107 Conroe. Texas 77301 John Wright 206A South Loop 336 West, Suite 107 Conroe, Texas 11031 ARTICLE IX DISSOLUTION The Association may be dissolved with the assent given in writing and signed by oa a 656-00-1021 members who would have not less than two-thirds (2/3) of the votes at a meeting of the Association as such memberships exist at the time of dissolution. Upon dissolution of the Association, other than incident to a merger or consolidation, the assets of the Association shall be distributed as provided in the Texas Nonprofit Corporation Act.
ARTICLE X DURATION The corporation shall exist perpetually.
ARTICLE XI AMENDMENTS Amendments of these Articles shall require the assent of two thirds (2/3rds) of the entire membership.
IN WITNESS WHEREOF, for the purpose of forming this corporation under the laws of the State of Texas, the undersigned incorporators of this Association, have executed these , 199 Articles of Incorporation this 2° day of 3 8, / Ue
urpose of forming this corporation under the laws of the State of Texas, the undersigned incorporators of this Association, have executed these , 199 Articles of Incorporation this 2° day of 3 8, / Ue James R. Winkler Zorta Lynn Winkler Jobn Wright 656-00-1022 THE STATE OF TEXAS § § COUNTY OF HARRIS § 20" oy 1998, personally appeared before me, JAMES R. WINKLER, who being by’me first duly sworn, declared that he is the person who signed the foregoing document as incorporator, and that the statements therein contained are true.
NOTARY PUBLIC IN ANI) FOR THE STATE OF TEXAS THE STATE OF TEXAS § 8 § COUNTY OF HARRIS I, a Notary Public, do hereby certify that on this the ¢ 2" ay of ane 1998, personally appeared before me, LYNN WINKLER, who being by me fifst duly sworn, declared that she is the person who signed the foregoing document as incorporator, and that the statements therein contained are true.
1 NOTARY PUBLIC IN ugh THE STATE OF TEXAS THE STATE OF TEXAS § § COUNTY OF HARRIS § T I, a Notary Public, do hereby certify that on this the ©? day of NAY 1998, personally appeared before me, JOHN WRIGHT, who t being by me first duly sworn, declared that he is the person who signed the foregoing document as incorporator, and that the statements therein contained are true. KA LYNNE. SWIFT 8 norane au, eee Tos 8 Eee 4 32001 8 TARY PUBLIC IN AND FOR —PLLLILLLLSS LPL LS? THE STATE OF TEXAS TOTAL P.@7