Doc # 20240022228 After recording return to: Robert D. Burton, Esq.
Mark D. Grobmyer, Esq.
Winstead PC 401 Congress Avenue, Suite 2100 Austin, Texas 78701 Email: [email protected] [email protected] PASEO DEL ESTE AT MISSION RIDGE COMMUNITY MANUAL HUNT PASEO DEL ESTE, LLC, a Texas limited liability company, as the Declarant under Paseo Del Este at Mission Ridge Amended and Restated Master Covenant [Residential] recorded under Document No. 20240021991 Official Public Records of El Paso County, Texas (the "Master Covenant"), and in accordance with Article 1 of the Master Covenant, Declarant hereby adopts this Community Manual for the benefit of The Paseo Del Este Amenity Center Association, Inc., a Texas nonprofit corporation.
IN WITNESS WHEREOF, the undersigned has executed this Community Manual on the day of MARCH 202% 28th DECLARANT: HUNT PASEO DEL ESTE, LLC, a Texas limited liability company By: Name JOEL G Guzman Title: BOARD PRESIDENT THE STATE OF TEXAS COUNTY OF EL PASO cos cos cos 2024 by This instrument was acknowledged before me this 28th 'day of March Joel G. Guzman, Board President of HUNT PASEO DEL ESTE, LLC, a Texas limited liability company, on behalf of said company.
(SEAL) NOTARY PUBLIC ETEXAS STATE OF NELDA RODRIGUEZ Notary Public, State of Texas Comm. Expires 12/16/2024 Notary ID 1070424-0 Muda Rodrig Notary Public Signature Cross reference to Paseo Del Este at Mission Ridge Amended and Restated Master Covenant [Residential], recorded as Document No.
20240021991 in the Official Public Records of El Paso County, Texas.
4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE COMMUNITY MANUAL TABLE OF CONTENTS 1.
CERTIFICATE OF FORMATION ATTACHMENT 1 2.
BYLAWS ATTACHMENT 2 3.
FINE AND ENFORCEMENT POLICY ATTACHMENT 3 4.
8v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE COMMUNITY MANUAL TABLE OF CONTENTS 1.
CERTIFICATE OF FORMATION ATTACHMENT 1 2.
BYLAWS ATTACHMENT 2 3.
FINE AND ENFORCEMENT POLICY ATTACHMENT 3 4.
ASSESSMENT COLLECTION POLICY ATTACHMENT 4 5.
RECORDS INSPECTION, COPYING AND RETENTION POLICY ATTACHMENT 5 6.
STATUTORY NOTICE OF POSTING AND RECORDATION OF ASSOCIATION GOVERNANCE DOCUMENTS ATTACHMENT 6 7.
EMAIL REGISTRATION POLICY ATTACHMENT 7 8.
GENERATOR POLICY ATTACHMENT 8 9.
RELIGIOUS DISPLAY POLICY ATTACHMENT 9 10.
POOL ENCLOSURES AND SECURITY MEASURES POLICY ATTACHMENT 10 4876-0879-9898v.3 69614-1 3/28/2024 COMMUNITY MANUAL for PASEO DEL ESTE AT MISSION RIDGE A Master Planned Community in El Paso County I.
INTRODUCTION HUNT PASEO DEL ESTE, LLC, a Texas limited liability company, is the developer of Paseo Del Este at Mission Ridge. The guiding principles for the Community have been set forth in the governing documents for Paseo Del Este at Mission Ridge which include the Development Documents and the Association Documents (both defined below) and are collectively referred to herein as the "Documents" (the "Documents"). The Documents include such instruments as the Master Covenant (the “Covenant"), any applicable Notices of Applicability, any applicable Development Area Declaration (the “DAD”), the Design Guidelines, if any, and this Community Manual (collectively referred to as the "Development Documents"), all of which are recorded in the property records by the developer generally prior to the time that you purchased your property. The Development Documents contain covenants, conditions and restrictions which not only encumber your property, but also have a legal and binding effect on all Owners and Occupants in the Community, now or in the future.
ments contain covenants, conditions and restrictions which not only encumber your property, but also have a legal and binding effect on all Owners and Occupants in the Community, now or in the future.
Under the Development Documents, the developer is the "Declarant" who has reserved certain rights to facilitate the development, construction, and marketing of the Community, including its size, shape and composition (the "Development Period”). Furthermore, the Development Documents identify and set forth the obligations of The Paseo Del Este Amenity Center Association Inc., the non-profit corporation created by the Declarant to exercise the authority and assume the powers described in the Covenant (the "Association"). Integral to the functioning of the Community, the Association's roles include owning, operating and maintaining various Common Areas and Community amenities, as well as administering and enforcing all of the Documents.
Other specific Documents include such instruments as the Certificate of Formation and Bylaws which set forth the corporate governance structure of the Association as well as the various Rules, which include rules, regulations, policies and procedures outlining the operation of the Association and required standards for use of property, activities and conduct (the "Association Documents"). It is the Association Documents which are included within this Community Manual, as further set forth herein.
Capitalized terms used but not defined in this Community Manual shall have the meaning ascribed to such terms in the Covenant.
This Community Manual becomes effective when Recorded.
4876-0879-9898v.3 69614-1 3/28/2024 ATTACHMENT 1 CERTIFICATE OF FORMATION STATE فراد کا Form 202 Secretary of State P.O. Box 13697 Austin, TX 78711-3697 FAX: 512/463-5709
omes effective when Recorded.
4876-0879-9898v.3 69614-1 3/28/2024 ATTACHMENT 1 CERTIFICATE OF FORMATION STATE فراد کا Form 202 Secretary of State P.O. Box 13697 Austin, TX 78711-3697 FAX: 512/463-5709 Filing Fee: $25 THE Certificate of Formation Nonprofit Corporation Article 1 - Corporate Name The filing entity formed is a nonprofit corporation. The name of the entity is : The Paseo Del Este Amenity Center Association, Inc.
Filed in the Office of the Secretary of State of Texas Filing #: 804690200 08/17/2022 Document #: 1170555200002 Image Generated Electronically for Web Filing Article 2 - Registered Agent and Registered Office A. The initial registered agent is an organization (cannot be corporation named above) by the name of: Hunt Mission Ridge, LLC OR B. The initial registered agent is an individual resident of the state whose name is set forth below: C. The business address of the registered agent and the registered office address is: Street Address: 601 N. Mesa, Suite 1900 El Paso TX 79901 Consent of Registered Agent OR A. A copy of the consent of registered agent is attached.
B. The consent of the registered agent is maintained by the entity.
Article 3 Management A. Management of the affairs of the corporation is to be vested solely in the members of the corporation.
OR ☞ B. Management of the affairs of the corporation is to be vested in its board of directors. The number of directors, which must be a minimum of three, that constitutes the initial board of directors and the names and addresses of the persons who are to serve as directors until the first annual meeting or until their successors are elected and qualified Care set forth below.
Director : Joel G Guzman Title: Director Address: 601 N. Mesa, Suite 1900 El Paso TX, USA 79901
until the first annual meeting or until their successors are elected and qualified Care set forth below.
Director : Joel G Guzman Title: Director Address: 601 N. Mesa, Suite 1900 El Paso TX, USA 79901 Director 2: Franklin Stubbs Title: Director Address: 601 N. Mesa, Suite 1900 Director 3: Kathy Parry El Paso TX, USA 79901 Title: Director Address: 601 N. Mesa, Suite 1900 El Paso TX, USA 79901 Article 4 - Organization Structure A. The corporation will have members.
jor B. The corporation will not have members.
Article 5-Purpose The corporation is organized for the following purpose or purposes: to be the "Association" to which reference is made in the Declaration of Covenants, Conditions and Restrictions for Paseo Del Este at Mission Ridge, recorded by Hunt Paseo Del Este, LLC ("Declarant") in the Office of the Clerk 4876-0879-9898v.3 69614-1 3/28/2024 1 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 1 CERTIFICATE OF FORMATION for El Paso County, Texas (as it may be amended and supplemented, the "Declaration").
Supplemental Provisions / Information The attached Addendum to Certificate of Formation of The Paseo Del Este Amenity Center Association, Inc. is incorporated herein by reference.
[The attached addendum, if any, is incorporated herein by reference.j Addendum to Cert of Formation-Paseo del Estate Amenity Center-081722-jlb.pdf Effectiveness of Filing A. This document becomes effective when the document is filed by the secretary of state.
OR B. This document becomes effective at a later date, which is not more than ninety (90) days from the date of its signing. The delayed effective date is: Initial Mailing Address Address to be used by the Comptroller of Public Accounts for purposes of sending tax information.
The initial mailing address of the filing entity is:
elayed effective date is: Initial Mailing Address Address to be used by the Comptroller of Public Accounts for purposes of sending tax information.
The initial mailing address of the filing entity is: 601 N. Mesa, Suite 1900 El Paso, TX 79901 USA Organizer The name and address of the organizer are set forth below.
Janet L. Bozeman 1979 Lakeside Pkwy., Ste 250, Atlanta, GA 30084 Execution The undersigned affirms that the person designated as registered agent has consented to the appointment. The undersigned signs this document subject to the penalties imposed by law for the submission of a materially false or fraudulent instrument and certifies under penalty of perjury that the undersigned is authorized under the provisions of law governing the entity to execute the filing instrument.
Janet L Bozeman Signature of organizer.
FILING OFFICE COPY 4876-0879-9898v.3 69614-1 3/28/2024 2 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 1 CERTIFICATE OF FORMATION Addendum to CERTIFICATE OF FORMATION OF THE PASEO DEL ESTE AMENITY CENTER ASSOCIATION, INC.
The following Articles shall be added to and be part of the Certificate of Formation of The Paseo Del Este Amenity Center Association, Inc.: Article 6.
Applicable Statute. The corporation is organized pursuant to the provisions of the Texas Nonprofit Corporation Law, as set forth in Chapters 20 and 22, and the provisions of Title 1 applicable to nonprofit corporations, of the Texas Business Organizations Code, as it may be amended [the "Act").
Article 7.
Defined Terms. Capitalized terms used in this Certificate of Formation and not otherwise defined in this Certificate shall have the meanings set forth in the Declaration of Covenants,
ct").
Article 7.
Defined Terms. Capitalized terms used in this Certificate of Formation and not otherwise defined in this Certificate shall have the meanings set forth in the Declaration of Covenants, Conditions and Restrictions for Paseo Del Este at Mission Ridge, recorded or to be recorded by Hunt Paseo Del Este, LLC, a Delaware limited liability company ("Declarant"), in the Office of the County Clerk of El Paso County, Texas, as it may be amended and supplemented (the "Declaration"), and in the By-Laws of The Paseo Del Este Amenity Center Association, Inc., as they may be amended (the "By-Laws").
Article B. Powers. The Association does not contemplate pecuniary gain or profit, direct or indirect, to its members. In furtherance of its purposes, the Association shall have the following powers, which, unless indicated otherwise by the Declaration or By-Laws, may be exercised by its Board of Directors: (a) all of the powers conferred upon nonprofit 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 this Certificate of Formation, the By-Laws, or the Declaration, including, without limitation, the following: (1) the Declaration; (2) to fix and to collect assessments, dues, and other charges to be levied pursuant to to manage, control, operate, maintain, repair, and improve property subject to the Declaration or any other property as to which the Association has a right or duty to provide such services pursuant to the Declaration, By-Laws, or any covenant, easement, contract, or other legal instrument; (3) to enforce covenants, conditions, or restrictions affecting any property to the
such services pursuant to the Declaration, By-Laws, or any covenant, easement, contract, or other legal instrument; (3) to enforce covenants, conditions, or restrictions affecting any property to the extent the Association may be authorized to do so under the Declaration, By-Laws, or other recorded covenant; (4) to engage in activities which will actively foster, promote, and advance the common interests of all owners of property subject to the Declaration; (5) to buy or otherwise acquire, sell or otherwise dispose of, mortgage or otherwise encumber, exchange, lease, hold, use, operate, and otherwise deal in and with real, personal, and mixed property of all kinds and any right or interest therein for any purpose of the Association; 4876-0879-9898v.3 69614-1 3/28/2024 3 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 1 CERTIFICATE OF FORMATION (6) to borrow money for any purpose; (7) to enter into, make, perform, or enforce contracts of every kind and description, and to do 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 other entity or agency, public or private; (8) to act as agent, trustee, or other representative of other corporations, firms, or Individuals, and as such to advance the business or ownership interests of such corporations, firms, or Individuals; (9) to adopt, alter, and amend or repeal 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 (10) to undertake such community building, social, and recreational activities and
n; provided, however, such By-Laws may not be inconsistent with or contrary to any provisions of the Declaration; and (10) to undertake such community building, social, and recreational activities and opportunities as the Board of Directors may determine to be desirable and appropriate for the community.
(c) 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 8 are independent powers, not to be restricted by reference to or inference from the terms of any other paragraph or provisions of this Article 8. None of the objects or purposes set out above shall be construed to authorize the Association to do any act in violation of the Act, and all such objects or purposes are subject to the Act.
Article 9.
Membership. The Association shall be a membership corporation without certificates or shares of stock. Declarant, for such period as is specified in the Declaration, and each Person who is the Owner of a Unit within Paseo Del Este at Mission Ridge (as such capitalized terms are defined in the Declaration), shall be a member of the Association ("Member") and shall be entitled to such voting rights and membership privileges as are set forth in the Declaration and the By-Laws.
Article 10. Board of Directors. The business and affairs of the Association shall be conducted, managed, and controlled by a Board of Directors. The Board may delegate its operating authority to such corporations, individuals, and committees as it, in its discretion, may determine.
The Board of Directors shall consist of not less than three nor more than five directors, as
rating authority to such corporations, individuals, and committees as it, in its discretion, may determine.
The Board of Directors shall consist of not less than three nor more than five directors, as determined in accordance with the By-Laws. The initial Board of Directors shall consist of three directors identified in this Certificate of Formation, who shall hold office until their successors are elected and have qualified, or until their resignation or removal. The number, the method of selection, removal, and filling of vacancies on the Board of Directors, and the term of office of members of the Board of Directors, shall be as set forth in the By-Laws.
Article 11.
directors and committee members as and to the extent required by the By-Laws. No amendment to or repeal of this Article shall apply to or have any effect on the liability or alleged liability of any director of the Association for or with respect to any acts or omissions of such director occurring prior to such amendment or repeal.
Article 12.
Action by Less Than Unanimous Consent. The Association and the Board of Directors shall be authorized to take action without holding a meeting or providing notice, by less than unanimous consent of the Members or directors, as applicable, in accordance with the provisions of the By-Laws, except where a meeting is required by Texas law.
4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 1 CERTIFICATE OF FORMATION Article 13.
Dissolution. The Association may be dissolved only upon a resolution duly adopted by its Board of Directors and approved by the affirmative vote of Members entitled to cast not
F FORMATION Article 13.
Dissolution. The Association may be dissolved only upon a resolution duly adopted by its Board of Directors and approved by the affirmative vote of Members entitled to cast not less than two-thirds (2/3) of the total votes in the Association. In addition, so long as Declarant owns any property subject to the Declaration or which Declarant may unilaterally make subject to the Declaration pursuant to the provisions of the Declaration, the written consent of Declarant shall be required. The Association is authorized, upon its winding up, to distribute its assets in a manner other than as provided by Section 22.304 of the Texas Business Organizations Code, in accordance with a plan of distribution adopted pursuant to Chapter 22 of the Texas Business Organizations Code, which plan may, but shall not be required to, provide for distribution of the remaining property of the Association for tax-exempt purposes to an organization exempt under Section 501(c) of the Internal Revenue Code, or described by Section 170(c) (1) or (2) of the Internal Revenue Code.
Article 14.
Merger and Consolidation. The Association may merge or consolidate only upon a resolution duly adopted by its Board of Directors and the affirmative vote of Members entitled to cast not less than two-thirds (2/3) of the total votes in the Association. In addition, so long as Declarant owns any property subject to the Declaration or which it may unilaterally make subject to the Declaration, the written consent of Declarant shall be required.
Article 15. Amendments. This Certificate of Formation may be amended only upon a resolution duly adopted by the Board of Directors and approved by the affirmative vote of Members
nt shall be required.
Article 15. Amendments. This Certificate of Formation may be amended only upon a resolution duly adopted by the Board of Directors and approved by the affirmative vote of Members entitled to cast not less than two-thirds (2/3) of the total eligible votes of the membership; provided, the Members shall not be entitled to vote on any amendment to this Certificate of Formation adopted for the sole purpose of complying with the requirements of any governmental or quasi-governmental entity or institutional lender authorized to fund, insure or guarantee mortgages on individual Units, which amendments may be adopted by the Board of Directors. In addition, so long as Declarant owns any property subject to the Declaration or which it may unilaterally make subject to the Declaration, the consent of Declarant shall be required for any amendment.
4876-0879-9898v.3 69614-1 3/28/2024 5 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 1 CERTIFICATE OF FORMATION ATTACHMENT 2 AMENDED AND RESTATED BYLAWS OF THE PASEO DEL ESTE AMENITY CENTER ASSOCIATION INC.
ARTICLE I INTRODUCTION The name of the corporation is The Paseo Del Este Amenity Center Association Inc., a Texas nonprofit corporation, hereinafter referred to as the "Association". The principal office of the Association shall initially be located in El Paso County, Texas, but meetings of Members and Directors may be held at such places within the State of Texas, County of El Paso, as may be designated by the Board of Directors as provided in these Bylaws.
The Association is organized to be a nonprofit corporation.
These Amended and Restated Bylaws of The Paseo Del Este Amenity Center Association, Inc.
amend and restate in their entirety those certain By-Laws of The Paseo Del Este Amenity Center
fit corporation.
These Amended and Restated Bylaws of The Paseo Del Este Amenity Center Association, Inc.
amend and restate in their entirety those certain By-Laws of The Paseo Del Este Amenity Center Association, Inc., recorded as Exhibit "E" to that certain Declaration of Covenants, Conditions and Restrictions for Paseo Del Este at Mission Ridge, recorded as Document No. 20220084744 in the Official Public Records of El Paso County, Texas.
Notwithstanding anything to the contrary in these Bylaws, a number of provisions are modified by the Declarant's reservations in that certain Paseo Del Este at Mission Ridge Amended and Restated Master Covenant [Residential], recorded in the Official Public Records of El Paso County, Texas (the "Covenant”), including the number, qualification, appointment, removal, and replacement of Directors.
ARTICLE II DEFINITIONS Capitalized terms used but not defined in these Bylaws shall have the meaning ascribed to such terms in the Covenant.
ARTICLE III MEMBERSHIP, MEETINGS, QUORUM, VOTING, PROXIES Section 3.1. Membership. Each Owner of a Lot or Condominium Unit is a mandatory Member of the Association, as more fully set forth in the Covenant.
Section 3.2. Place of Meetings. Meetings of the Association shall be held where designated by the Board, either within the Development or as convenient as possible and practical.
Section 3.3. Annual Meetings. There shall be an annual meeting of the Members of the Association for the purposes of Association-wide elections or votes and for such other Association business at such reasonable place, date and time as set by the Board.
4876-0879-9898v.3 69614-1 3/28/2024 1 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS
or votes and for such other Association business at such reasonable place, date and time as set by the Board.
4876-0879-9898v.3 69614-1 3/28/2024 1 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS Section 3.4. Special Meetings. Special meetings of Members or Neighborhood Delegates may be called in accordance with Section 22.155 of the Texas Business Organizations Code or any successor statute.
Section 3.5. Notice of Meetings. Written or printed notice stating the place, day, and hour of any meeting of the Members or Neighborhood Delegates shall be delivered, either personally or by mail, to each Member or Neighborhood Delegate entitled to vote at such meeting or by publication in a newspaper of general circulation, not less than ten (10) nor more than sixty (60) days before the date of such meeting, by or at the direction of the President, the Secretary, or the officers or persons calling the meeting. In the case of a special meeting or when otherwise required by statute or these Bylaws, the purpose or purposes for which the meeting is called shall be stated in the notice. No business shall be transacted at a special meeting except as stated in the notice. If mailed, the notice of a meeting shall be deemed to be delivered when deposited in the United States mail addressed to the Member or Neighborhood Delegate at his address as it appears on the records of the Association, with postage prepaid. If an election or vote of the Members will occur outside of a meeting of the Members (i.e., absentee or electronic ballot), then the Association shall provide notice to each Member no later than the 20th day before the latest date on which a ballot may be submitted to be counted.
Section 3.6. Waiver of Notice. Waiver of notice of a meeting of the Members or Neighborhood
h Member no later than the 20th day before the latest date on which a ballot may be submitted to be counted.
Section 3.6. Waiver of Notice. Waiver of notice of a meeting of the Members or Neighborhood Delegates shall be deemed the equivalent of proper notice. Any Member or Neighborhood Delegate may, in writing, waive notice of any meeting of the Members or Neighborhood Delegates, either before or after such meeting. Attendance at a meeting by a Member or Neighborhood Delegate shall be deemed a waiver by such Member or Neighborhood Delegate of notice of the time, date, and place thereof, unless such Member or Neighborhood Delegate specifically objects to lack of proper notice at the time the meeting is called to order. Attendance at a special meeting by a Member or Neighborhood Delegate shall be deemed a waiver of notice of all business transacted at such meeting unless an objection by a Member or Neighborhood Delegate on the basis of lack of proper notice is raised before the business is put to a vote.
Section 3.7. Quorum. Except as provided in these Bylaws or in the Covenant, the presence of the Members or Neighborhood Delegates, as applicable, representing ten percent (10%) of the total votes in the Association shall constitute a quorum at all Association meetings. The Members present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment, notwithstanding the departure of enough Members to leave less than a quorum, provided that Members representing at least five percent (5%) of the total votes in the Association remain in attendance, and provided that any action taken is approved by at least a Majority of the votes present at such adjourned meeting, unless otherwise provided in the Covenant.
n the Association remain in attendance, and provided that any action taken is approved by at least a Majority of the votes present at such adjourned meeting, unless otherwise provided in the Covenant.
Section 3.8. Conduct of Meetings. The President or any other person appointed by the Board shall preside over all Association meetings, and the Secretary, or the Secretary's designee, shall keep the minutes of the meeting and record in a minute book all resolutions adopted at the meeting, as well as a record of all transactions occurring at the meeting.
Section 3.9. Voting. The voting rights of the Members and Neighborhood Delegates shall be as set forth in the Covenant, and such voting rights provisions are specifically incorporated by reference.
Except as otherwise provided in the Covenant, action may be taken at any legally convened meeting of the Members or Neighborhood Delegates upon the affirmative vote of the Members or Neighborhood 2 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS Delegates having a Majority of the total votes present at such meeting in person or proxy or by absentee ballot or electronic ballot, if such votes are considered present at the meeting as further set forth herein.
Cumulative voting shall not be allowed. The person holding legal title to a Lot or Condominium Unit shall be entitled to cast the vote allocated to such Lot or Condominium Unit and not the person merely holding beneficial title to the same unless such right is expressly delegated to the beneficial Owner thereof in writing. Other than representative voting by Neighborhood Delegates, any provision in the Association's governing documents that would disqualify an Owner from voting in an Association
wner thereof in writing. Other than representative voting by Neighborhood Delegates, any provision in the Association's governing documents that would disqualify an Owner from voting in an Association election of Board Members or on any matter concerning the rights or responsibilities of the Owner is void.
Section 3.10. Methods of Voting: In Person; Proxies; Absentee Ballots; Electronically. On any matter as to which a Member is entitled individually to cast the vote for his Lot or Condominium Unit such vote may be cast or given: (a) in person or by proxy at a meeting of the Association; (b) by absentee ballot; (c) by electronic ballot; or (d) by such other means as may be permitted by law and as adopted by the Board. Any vote cast in an election or vote by a Member of the Association must be in writing and signed by the Member. Electronic votes constitute written and signed ballots. In an Association election, written and signed ballots are not required for uncontested races. Notwithstanding anything to the contrary in the Documents, Neighborhood Delegates may not vote by proxy but only in person or through their designated alternates; provided, any Neighborhood Delegate who is only entitled to cast the vote(s) for his own Lot(s) or Condominium Unit(s) pursuant to Section 3.6 of the Covenant may cast such vote as provided herein until such time as the Board first calls for election of a Neighborhood Delegate to represent the Neighborhood where the Lot or Condominium Unit is located. Votes shall be cast as provided in this Section: (A) Proxies. Any Member may give a revocable written proxy in the form as prescribed by the Board from time to time to any person authorizing such person to cast the Member's vote on any
this Section: (A) Proxies. Any Member may give a revocable written proxy in the form as prescribed by the Board from time to time to any person authorizing such person to cast the Member's vote on any matter. A Member's vote by proxy is subject to any limitations of Texas law relating to the use of general proxies and subject to any specific provision to the contrary in the Covenant or these Bylaws. No proxy shall be valid unless signed by the Member for which it is given or his duly authorized attorney-in-fact, dated, and filed with the Secretary of the Association prior to the meeting for which it is to be effective.
Proxies shall be valid only for the specific meeting for which given and for lawful adjournments of such meeting. In no event shall a proxy be valid more than eleven (11) months after the effective date of the proxy. Every proxy shall be revocable and shall automatically cease upon conveyance of the Lot or Condominium Unit for which it was given.
(B) Absentee and Electronic Ballots. An absentee or electronic ballot: (i) may be counted as a Member or Neighborhood Delegate, as applicable, present and voting for the purpose of establishing a quorum only for items appearing on the ballot; (ii) may not be counted, even if properly delivered, if the Member or Neighborhood Delegate, as applicable, attends any meeting to vote in person, so that any vote cast at a meeting by a Member or Neighborhood Delegate supersedes any vote submitted by absentee or electronic ballot previously submitted for that proposal; and (iii) may not be counted on the final vote of a proposal if the proposal was amended at the meeting to be different from the exact language on the absentee or electronic ballot. For the purposes of this Section, a nomination taken from the floor in a
oposal if the proposal was amended at the meeting to be different from the exact language on the absentee or electronic ballot. For the purposes of this Section, a nomination taken from the floor in a Board member election is not considered an amendment to the proposal for the election.
(1) Absentee Ballots. No absentee ballot shall be valid unless it is in writing, signed by the Neighborhood Delegate or Member for which it is given or his duly authorized attorney3 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS in-fact, dated, and filed with the Secretary of the Association prior to the meeting for which it is to be effective. Absentee ballots shall be valid only for the specific meeting for which given and for lawful adjournments of such meeting. In no event shall an absentee ballot be valid after the specific meeting or lawful adjournment of such meeting at which such ballot is counted or upon conveyance of the Lot or Condominium Unit for which it was given. Any solicitation for votes by absentee ballot must include: (2) (i) (ii) (iii) an absentee ballot that contains each proposed action and provides an opportunity to vote for or against each proposed action; instructions for delivery of the completed absentee ballot, including the delivery location; and the following language: “By casting your vote via absentee ballot you will forgo the opportunity to consider and vote on any action from the floor on these proposals, if a meeting is held. This means that if there are amendments to these proposals your votes will not be counted on the final vote on these measures. If you desire to retain this ability, please attend any meeting in person. You may submit an absentee ballot and
to these proposals your votes will not be counted on the final vote on these measures. If you desire to retain this ability, please attend any meeting in person. You may submit an absentee ballot and later choose to attend any meeting in person, in which case any inperson vote will prevail."
Electronic Ballots. “Electronic ballot” means a ballot: (a) given by email, facsimile or posting on a website; (b) for which the identity of the Neighborhood Delegate or Member submitting the ballot can be confirmed; and (c) for which the Neighborhood Delegate or Member may receive a receipt of the electronic transmission and receipt of the Neighborhood Delegate or Member's ballot. If an electronic ballot is posted on a website, a notice of the posting shall be sent to each Neighborhood Delegate or Member that contains instructions on obtaining access to the posting on the website.
Section 3.11. Tabulation of and Access to Ballots. A person who is a candidate in an Association election or who is otherwise the subject of an Association vote, or a person related to that person within the third degree by consanguinity or affinity may not tabulate or otherwise be given access to the ballots cast in that election or vote except such person may be given access to the ballots cast in the election or vote as part of a recount process. A person tabulating votes in an Association election or vote or who performs a recount pursuant to Section 3.12 may not disclose to any other person how an individual voted. Notwithstanding any provision of these Bylaws to the contrary, only a person who tabulates votes pursuant to this Section or performs a recount pursuant to Section 3.12 shall be given access to any Association ballots.
y provision of these Bylaws to the contrary, only a person who tabulates votes pursuant to this Section or performs a recount pursuant to Section 3.12 shall be given access to any Association ballots.
Section 3.12. Recount of Votes. Any Member (the "Recount Requesting Member") may, not later than the fifteenth (15th) day after the later of the date of any meeting of Members at which an election or vote was held, or the date of the announcement of the results of the election or vote, require a recount of the votes (the "Recount Request"). A Recount Request must be submitted in writing either: (i) by any method of mailing for which evidence of mailing is provided by the United States Postal Service or a common carrier, with signature confirmation service to the Association's mailing address as reflected 4 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS on the latest management certificate; or (ii) in person to the Association's managing agent as reflected on the latest management certificate or to the address to which absentee and proxy ballots are mailed. The Recount Requesting Member shall be required to pay, in advance, expenses associated with the recount as estimated by the Association, pursuant to subsection (a) below.
(a) Cost of Recount. The Association shall estimate the costs for performing the recount by a person qualified to tabulate votes under subsection (b), and no later than the 20th day after the date the Association receives the Recount Request, shall send an invoice for the estimated costs (the "Initial Recount Invoice") to the Recount Requesting Member at the Recount Requesting Member's last known address according to the Association's records. The Recount Requesting Member must pay the Initial
tial Recount Invoice") to the Recount Requesting Member at the Recount Requesting Member's last known address according to the Association's records. The Recount Requesting Member must pay the Initial Recount Invoice in full to the Association on or before the 30th day after the date the Initial Recount Invoice was delivered to the Recount Requesting Member (the "Deadline"). If the Initial Recount Invoice is not paid by the Recount Requesting Member by the Deadline, the Recount Requesting Member's Recount Request shall be considered withdrawn and the Association shall not be required to perform a recount. If the Initial Recount Invoice is paid by the Recount Requesting Member by the Deadline, then on or before the 30th day after the date of receipt of payment of the Invoice, the recount must be completed and the Association must provide each Recount Requesting Member with notice of the results of the recount. If the recount changes the results of the election, the Association shall reimburse the Recount Requesting Member for the cost of the recount not later than the 30th day after the date the results of the recount are provided. If the recount does not change the results of the election, and the estimated costs included on the Initial Recount Invoice are either lesser or greater than the actual costs of the recount, the Association shall send a final invoice (the "Final Recount Invoice") to the Recount Requesting Member on or before the 30th business day after the date the results of the recount are provided. If the Final Recount Invoice reflects that additional amounts are owed by the Recount Requesting Member, the Recount Requesting Member shall remit such additional amounts to the
recount are provided. If the Final Recount Invoice reflects that additional amounts are owed by the Recount Requesting Member, the Recount Requesting Member shall remit such additional amounts to the Association immediately. Any additional amounts not paid to the Association by the Recount Requesting Member before the 30th business day after the date the Final Recount Invoice is sent may be charged as an Individual Assessment against the Recount Requesting Member. If the costs estimated in the Initial Recount Invoice costs exceed the amount reflected in the Final Recount Invoice, then the Recount Requesting Member shall be entitled to a refund, which such refund shall be paid at the time the Final Recount Invoice is delivered pursuant to this Section.
(b) Vote Tabulator. Following receipt of payment of the Initial Recount Invoice, the Association shall retain for the purpose of performing the recount, the services of a person qualified to tabulate votes. The Association shall enter into a contract for the services of a person who: (i) is not a Member of the Association or related to a Member of the Association Board within the third degree by consanguinity or affinity; and (ii) is either a person agreed on by the Association and each person requesting a recount or is a current or former county judge, county elections administrator, justice of the peace or county voter registrar.
(c) Board Action. Any action taken by the Board in the period between the initial election vote tally and the completion of the recount is not affected by any recount.
Section 3.13. Action Without a Meeting. Any action required or permitted by law to be taken at a meeting of the Members or Neighborhood Delegates, as applicable, may be taken without a meeting,
count.
Section 3.13. Action Without a Meeting. Any action required or permitted by law to be taken at a meeting of the Members or Neighborhood Delegates, as applicable, may be taken without a meeting, without prior notice, and without a vote if written consent specifically authorizing the proposed action is 5 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS signed by Members or Neighborhood Delegates, as applicable, holding at least the minimum number of votes necessary to authorize such action at a meeting if all Members or Neighborhood Delegates entitled to vote thereon were present. Such consents shall be signed within sixty (60) days after receipt of the earliest dated consent, dated, and delivered to the Association at its principal place of business in Texas.
Such consents shall be filed with the minutes of the Association and shall have the same force and effect as a vote of the Members or Neighborhood Delegates at a meeting. Within ten (10) days after receiving authorization for any action by written consent, the Secretary shall give written notice to all Members or Neighborhood Delegates entitled to vote who did not give their written consent, fairly summarizing the material features of the authorized action.
ARTICLE IV BOARD OF DIRECTORS Section 4.1. Authority; Number of Directors.
(a) The affairs of the Association shall be governed by a Board of Directors. The number of Directors shall be fixed by the Board of Directors from time to time. The initial Directors shall be three (3) in number and shall be those Directors named in the Certificate. The initial Directors shall serve until their successors are elected and qualified.
(b) In accordance with Section 3.4 of the Covenant, within one hundred and twenty (120)
rs named in the Certificate. The initial Directors shall serve until their successors are elected and qualified.
(b) In accordance with Section 3.4 of the Covenant, within one hundred and twenty (120) days after seventy-five percent (75%) of the maximum number of Lots that may be subjected to the terms and provisions of the Covenant have been conveyed to Owners other than Declarant or a Homebuilder, the President of the Association will thereupon call a meeting of the Members of the Association (the "Initial Member Election Meeting") where the Members or Neighborhood Delegates, as applicable, will elect one (1) Director, for a one (1) year term ("Initial Member Elected Director"). Declarant will continue to appoint and remove two-thirds (%) of the Board after the Initial Member Election Meeting until expiration or termination of the Development Period. Notwithstanding the foregoing, the Initial Member Elected Director's term will expire as of the date of the Member Election Meeting.
(c) At the expiration or termination of the Development Period, the Declarant will thereupon call a meeting of the Members of the Association where the Declarant appointed Directors will resign and the Members or Neighborhood Delegates, as applicable, will elect three (3) new directors (to replace all Declarant appointed Directors and the Initial Member Elected Director) (the "Member Election Meeting"), one (1) Director for a three (3) year term, one (1) Director for a two (2) year term, and one (1) Director for a one (1) year term (with the individual receiving the highest number of votes to serve the three (3) year term, the individual receiving the next highest number of votes to serve the two (2) year
for a one (1) year term (with the individual receiving the highest number of votes to serve the three (3) year term, the individual receiving the next highest number of votes to serve the two (2) year term, and the individual receiving the third highest number of votes to serve a one (1) year term).
Notwithstanding the foregoing provision, if a Voting Group Designation is filed in accordance with the Covenant, such designation may establish a different number of Board members to be elected at the Member Election Meeting provided that in any event the number of Board members shall be no less than three (3) in number. The Voting Group Designation may also assign an initial term to each Board member position. A Voting Group Designation which establishes a different number of Board members and the initial terms of such Board members shall be deemed an amendment to the Bylaws. Upon expiration of the term of a Director elected by the Members or Neighborhood Delegates pursuant to this Section 4.1(c), his or her successor will be elected for a term of three (3) years.
4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS (d) A Director takes office upon the adjournment of the meeting or balloting at which he is elected or appointed and, absent death, ineligibility, resignation, or removal, will hold office until his successor is elected or appointed.
(e) Each Director, other than Directors appointed by Declarant, shall be a Member. In the case of corporate, partnership, or other entity ownership of a Lot or Condominium Unit, the Director must be a duly authorized agent or representative of the corporation, the partnership, or other entity which owns the Lot or Condominium Unit. Other than as set forth in this subparagraph (e), the
tor must be a duly authorized agent or representative of the corporation, the partnership, or other entity which owns the Lot or Condominium Unit. Other than as set forth in this subparagraph (e), the Association may not restrict an Owner's right to run for a position on the Board.
Section 4.2. Compensation.
The Directors shall serve without compensation for such service.
Section 4.3. Designation of Voting Groups by Declarant. Declarant may (but is not obligated to) designate Voting Groups consisting of one or more Neighborhoods for the purpose of electing directors to the Board. If Neighborhood Delegates are elected, such Neighborhood Delegates within each Voting Group shall vote on a separate slate of candidates for election to the Board. The Declarant shall establish Voting Groups, if at all, not later than the date of expiration or termination of the Development Period by Recording a written instrument identifying each Voting Group by legal description or other means such that the Lots and Condominium Units within each Voting Group can easily be determined.
Such designation may be amended from time to time by Declarant, acting alone, at any time prior to the expiration or termination of the Development Period. Upon expiration or termination of the Development Period, the Board will have the right by Recording an appropriate written instrument to amend any existing designation of Voting Groups, or to designate new Voting Groups, upon the vote of a Majority of the Board and approval of Neighborhood Delegates representing a Majority of the Neighborhoods. Until such time as Voting Groups are established, all of the Development shall constitute a single Voting Group. After a written instrument establishing Voting Groups has been Recorded, any
hborhoods. Until such time as Voting Groups are established, all of the Development shall constitute a single Voting Group. After a written instrument establishing Voting Groups has been Recorded, any and all portions of the Development which are not assigned to a specific Voting Group shall constitute a single Voting Group.
Section 4.4. Nominations to Board of Directors. Members may be nominated for election to the Board of Directors in either of the following ways: (a) A Member who is not a Director and who desires to run for election to that position shall be deemed to have been nominated for election upon his filing with the Board of Directors a written petition of nomination; or (b) A Director who is eligible to be re-elected shall be deemed to have been nominated for re-election to the position he holds by signifying his intention to seek reelection in a writing addressed to the Board of Directors.
Section 4.5. Vacancies on Board of Directors. Except with respect to Directors appointed by the Declarant, if the office of any elected Director shall become vacant by reason of death, resignation, or disability, the remaining Directors, at a special meeting duly called for this purpose, shall choose a successor who shall fill the unexpired term of the directorship being vacated. If there is a deadlock in the voting for a successor by the remaining Directors, the one Director with the longest continuous term on the Board shall select the successor. At the expiration of the term of his position on the Board of 7 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS Directors, the successor Director shall be re-elected or his successor shall be elected in accordance with
of 7 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS Directors, the successor Director shall be re-elected or his successor shall be elected in accordance with these Bylaws. Except with respect to Directors appointed by the Declarant, any Board Member whose term has expired or who has been removed from the Board must be elected by the Members or the Neighborhood Delegates, as applicable.
Section 4.6. Removal of Directors. Subject to the right of Declarant to nominate and appoint Directors as set forth in Section 4.1 of these Bylaws, an elected Director may be removed, with or without cause, by the Majority of the Members or Neighborhood Delegates, as applicable, which elected such Director. In the event Voting Groups are established pursuant to the Covenant, only the Neighborhood Delegates within the Voting Group may vote to remove the Director elected from such Voting Group.
Section 4.7. Solicitation of Candidate for Election to the Board. At least thirty (30) days before the date an Association disseminates absentee ballots or other ballots to Members for the purpose of voting in a Board election, the Association shall provide notice (the "Solicitation Notice") of the election to the Members. The Solicitation Notice shall: (a) solicit candidates that are eligible under Section 4.1(e) and interested in running for a position on the Board; (b) state that an eligible candidate has fifteen (15) days to respond to the Solicitation Notice and request to be placed on the ballot; and (c) must be: (1) mailed to each Member; (2) e-mailed to each Member that has registered their e-mail address with the Association; or (3) posted in a conspicuous manner reasonably designed to provide notice to Members,
ailed to each Member; (2) e-mailed to each Member that has registered their e-mail address with the Association; or (3) posted in a conspicuous manner reasonably designed to provide notice to Members, such as: (i) within the Common Area or, with the Member's consent, on other conspicuously located privately owned property within the subdivision; or (ii) on any website maintained by the Association or other internet media.
ARTICLE V MEETINGS OF DIRECTORS Section 5.1. Development Period. The provisions of this Article V do not apply to Board meetings during the Development Period (as defined in the Covenant) during which period the Board may take action by unanimous written consent in lieu of a meeting pursuant to Section 5.10, except with respect to a meeting conducted for the purpose of: (a) adopting or amending the Documents (i.e., declarations, bylaws, rules, and regulations); (b) increasing the amount of Regular Assessments of the Association or adopting or increasing a Special Assessment; (c) electing non-Declarant Board members or establishing a process by which those members are elected; or (d) changing the voting rights of Members.
Section 5.2. Definition of Board Meetings. A meeting of the Board means a deliberation between a quorum of the Board, or between a quorum of the Board and another person, during which Association business is considered and the Board takes formal action.
Section 5.3. Regular Meetings. Regular meetings of the Board shall be held annually or such other frequency as determined by the Board, at such place and hour as may be fixed from time to time by resolution of the Board.
Section 5.4. Special Meetings. Special meetings of the Board shall be held when called by the
ermined by the Board, at such place and hour as may be fixed from time to time by resolution of the Board.
Section 5.4. Special Meetings. Special meetings of the Board shall be held when called by the President of the Association, or by any two Directors, after not less than three (3) days' notice to each Director.
Section 5.5. Quorum. A Majority of the number of Directors shall constitute a quorum for the transaction of business. Every act or decision done or made by a Majority of the Directors present at a duly held meeting at which a quorum is present shall be regarded as the act of the Board of Directors.
8 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS Section 5.6. Open Board Meetings. All regular and special Board meetings must be open to Owners. However, the Board has the right to adjourn a meeting and reconvene in closed executive session to consider actions involving: (a) personnel; (b) pending or threatened litigation; (c) contract negotiations; (d) enforcement actions; (e) confidential communications with the Association's attorney; (f) matters involving the invasion of privacy of individual Owners, or matters that are to remain confidential by request of the affected parties and agreement of the Board. Following an executive session, any decision made by the Board in executive session must be summarized orally in general terms and placed in the minutes. The oral summary must include a general explanation of expenditures approved in executive session.
Section 5.7. Location. Except if otherwise held by electronic or telephonic means, a Board meeting must be held in the county in which the Development is located or in a county adjacent to that county, as determined in the discretion of the Board.
by electronic or telephonic means, a Board meeting must be held in the county in which the Development is located or in a county adjacent to that county, as determined in the discretion of the Board.
Section 5.8. Record; Minutes. The Board shall keep a record of each regular or special Board meeting in the form of written minutes of the meeting. The Board shall make meeting records, including approved minutes, available to a Member for inspection and copying on the Member's written request to the Association's managing agent at the address appearing on the most recently filed management certificate or, if there is not a managing agent, to the Board.
Section 5.9. Notices. Members shall be given notice of the date, hour, place, and general subject of a regular or special board meeting, including a general description of any matter to be brought up for deliberation in executive session. The notice shall be: (a) mailed to each Member not later than the tenth (10th) day or earlier than the sixtieth (60th) day before the date of the meeting; or (b) provided at least one hundred forty-four (144) hours before the start of a regular board meeting, and at least seventy-two (72) hours before the start of a special board meeting by: (i) posting the notice in a conspicuous manner reasonably designed to provide notice to Members in a place located on the Association's common area or on any website maintained by the Association; and (ii) sending the notice by e-mail to each Member who has registered an e-mail address with the Association. It is the Member's duty to keep an updated e-mail address registered with the Association. The Board may establish a procedure for registration of email
istered an e-mail address with the Association. It is the Member's duty to keep an updated e-mail address registered with the Association. The Board may establish a procedure for registration of email addresses, which procedure may be required for the purpose of receiving notice of Board meetings. If the Board recesses a regular or special Board meeting to continue the following regular business day, the Board is not required to post notice of the continued meeting if the recess is taken in good faith and not to circumvent this Section. If a regular or special Board meeting is continued to the following regular business day, and on that following day the Board continues the meeting to another day, the Board shall give notice of the continuation in at least one manner as set forth above within two (2) hours after adjourning the meeting being continued.
Section 5.10. Unanimous Consent. During the Development Period, Directors may vote by unanimous written consent. Unanimous written consent occurs if all Directors individually or collectively consent in writing to a Board action. The written consent must be filed with the minutes of Board meetings. Action by written consent shall be in lieu of a meeting and has the same force and effect as a unanimous vote of the Directors. As set forth in Section 5.1, Directors may not vote by unanimous consent if the Directors are considering any of the following actions: (a) adopting or amending the Documents (i.e., declarations, bylaws, rules, and regulations); (b) increasing the amount of Regular Assessments of the Association or adopting or increasing a Special Assessment; (c) electing non-Declarant 9 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS
ular Assessments of the Association or adopting or increasing a Special Assessment; (c) electing non-Declarant 9 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS Board members or establishing a process by which those members are elected; or (d) changing the voting rights of Members.
Section 5.11. Meeting Without Prior Notice. The Board may take action outside a meeting, including voting by electronic or telephonic means, without prior notice to the Members if each Board member is given a reasonable opportunity (i) to express his or her opinions to all other Board members and (ii) to vote. Any action taken without notice to Members must be summarized orally, including an explanation of any known actual or estimated expenditures approved at the meeting, and documented in the minutes of the next regular or special Board meeting. After the expiration of the Development Period, the Board may not, unless done in an open meeting for which prior notice was given to the Members pursuant to Section 5.9 above, consider or vote on: (a) fines; (b) damage assessments; (c) the initiation of foreclosure actions; (d) the initiation of enforcement actions, excluding temporary restraining orders or violations involving a threat to health or safety; (e) increases in assessments; (f) levying of special assessments; (g) appeals from a denial of architectural control approval; (h) a suspension of a right of a particular Member before the Member has an opportunity to attend a Board meeting to present the Member's position, including any defense, on the issue; (i) the lending or borrowing of money; (j) the adoption of any amendment of a dedicatory instrument; (k) the approval of an annual budget or the
Member's position, including any defense, on the issue; (i) the lending or borrowing of money; (j) the adoption of any amendment of a dedicatory instrument; (k) the approval of an annual budget or the approval of an amendment of an annual budget that increases the budget; (1) the sale or purchase of real property; (m) the filling of a vacancy on the Board; (n) the construction of capital improvements other than the repair, replacement, or enhancement of existing capital improvements; or (o) the election of an officer.
Section 5.12. Telephone and Electronic Meetings. Any action permitted to be taken by the Board may be taken by telephone or electronic methods provided that: (1) each Board member may hear and be heard by every other Board member; (2) except for any portion of the meeting conducted in executive session: (i) all Members in attendance at the meeting may hear all Board members; and (ii) any Members are allowed to listen using any electronic or telephonic communication method used or expected to be used by a participating Board member at the same meeting; and (3) the notice of the Board meeting provides instructions to the Members on how to access the electronic or telephonic communication method used in the meeting. Participation in such a meeting constitutes presence in person at the meeting, except where a person participates in the meeting for the express purpose of objecting to the transaction of any business on the ground that the meeting is not lawfully called or convened.
ARTICLE VI POWERS AND DUTIES OF THE BOARD Section 6.1. Powers. The Board shall have power and duty to undertake any of the following actions, in addition to those actions to which the Association is authorized to take in accordance with the Covenant: (a)
Powers. The Board shall have power and duty to undertake any of the following actions, in addition to those actions to which the Association is authorized to take in accordance with the Covenant: (a) adopt, amend, revoke, record, and publish the Rules; (b) suspend the right of a Member to use of the Common Area during any period in which such Member shall be in default in the payment of any Assessment levied by the Association, or after notice and hearing, for any period during which an infraction of the Rules by such Member exists; (c) exercise for the Association all powers, duties and authority vested in or related to the Association and not reserved to the membership by other provisions of the Documents; 10 4876-0879-9898v.3 69614-1 3/28/2024 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS (d) to enter into any contract or agreement with a municipal agency or utility company to provide electric utility service to all or any portion of the Development; (e) declare the office of a member of the Board to be vacant in the event such member shall be absent from three (3) consecutive regular meetings of the Board; (f) (g) employ such employees as they deem necessary, and to prescribe their duties; as more fully provided in the Covenant, to: (1) fix the amount of the Assessments against each Lot and/or Condominium Unit in advance of each annual assessment period and any other assessments provided by the Covenant; and (2) foreclose the lien against any property for which Assessments are not paid within thirty (30) days after due date or to bring an action at law against the Owner personally obligated to pay the same; (h) issue, or to cause an appropriate officer to issue, upon demand by any person, a
hirty (30) days after due date or to bring an action at law against the Owner personally obligated to pay the same; (h) issue, or to cause an appropriate officer to issue, upon demand by any person, a certificate setting forth whether or not any Assessment has been paid and to levy a reasonable charge for the issuance of these certificates (it being understood that if a certificate states that an Assessment has been paid, such certificate shall be conclusive evidence of such payment); (i) Association; (j) appropriate; and (k) procure and maintain adequate liability and hazard insurance on property owned by the cause all officers or employees having fiscal responsibilities to be bonded, as it may deem exercise such other and further powers or duties as provided in the Covenant or by law.
ARTICLE VII OFFICERS AND THEIR DUTIES Section 7.1. Enumeration of Offices. The officers of the Association shall be a President and a Vice-President, who shall at all times be members of the Board, a Secretary and a Treasurer, and such other officers as the Board may from time to time create by resolution.
Section 7.2. Election of Officers. The election of officers shall take place at the first meeting of the Board following each annual meeting of the Members.
Section 7.3. Term. The officers of the Association shall be elected annually by the Board and each shall hold office for one (1) year unless he resigns sooner, or shall be removed or otherwise disqualified to serve.
Section 7.4. Special Appointments. The Board may elect such other officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time, determine.
her officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time, determine.
Section 7.5. Resignation and Removal. Any officer may be removed from office with or without cause by the Board. Any officer may resign at any time by giving written notice to the Board, the President, or the Secretary. Such resignation shall take effect on the date of receipt of such notice or at 4876-0879-9898v.3 69614-1 3/28/2024 11 PASEO DEL ESTE AT MISSION RIDGE ATTACHMENT 2 BYLAWS Doc # 20240022228 #Pages 19 #NFPages 1 04/02/2024 09:11 AM Filed & Recorded in Official Records of El Paso County Delia Briones County Clerk Fees $97.00 eRecorded I hereby certify that this instrument was filed on the date and time stamped hereon by me and was duly recorded by document number in the Recording Division of Real Property in El Paso County.
+ CLERK OF PASO Dalia Briones EL PASO COUNTY, TEXAS