EILEQ in the Office of th ARTICLES OF INCORPORATION Secretary of State of 12) F SPRING CREEK PINES HOMEOWNERS ASSOCIATION, rnc AUG2 8 1996 ie Texas corporations Section The undersigned, 4 natural person of the age of eighteen (18) years or more and a citizen of the State of Texas, acting as incorporator of 4a 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 Spring Creek Pines Homeowners Association, Inc. (hereinafter referred to as the "Corporation")ARTICLE TWO .
The Corporation is a non-profit corporation organized pursuant to the provisions of the Texas Non-Profit Corporation Act. No part of the income of the Corporation shall inure to the benefit of any of its members or any other individual. The Corporation shall not carry on any activity for the profit of its members, or distribute any gains, profits, oF dividends to any of its members or engage, except to an insubstantial degree, in any activities which are not jn furtherance of the primary purpose of the Corporation.
ARTICLE THREE The period of duration of the corporation is perpetual.
ARTICLE FOUR The street address of the initial registered office of the Corporation is 800 First City Tower, 1001 Fannin St., Houston, Texas 77002, and the name of its initial registered agent at such address is John R. Wallace.
ARTICLE FIVE The primary purpose for which the Corporation is formed is to be and constitute the corporation to which reference is made in that certain Declaration of covenants, Conditions and Restrictions for Spring Creek Pines (hereinafter called the "Declaration" ) recorded or to be recorded in the Office of the County Clerk of
ade in that certain Declaration of covenants, Conditions and Restrictions for Spring Creek Pines (hereinafter called the "Declaration" ) recorded or to be recorded in the Office of the County Clerk of Montgomery county, Texas, 45 the same may he amended from time to time in accordance with the provisions thereof, to exercise all rights and powers Corporation's by-laws (the to further the interests oO the Declaration, annexed to the jurisdictio In furtherance of its following powers, which, Declaration or the By-Laws Board of Directors: A. all specified in of the the "By-Laws"), and as provided by law, £ the the and Declaration, in owners of the property subject to and such other property 45 may hereafter be n of the Corporation.
purposes, the Corporation shall have the indicated , may be exercised by the Corporation's unless otherwise by 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 powers set out in these Articles, without limitation, the following: Laws, including, (i) the Corporation" (ii) Corporation's Declaration and (iti) upkeep, facilities Corporation not forth in (iv) personnel and appropriate, Pro personnel and supplies, and personnel (v) collecting the assessments, the proceeds thereof in shall approve, the Corporation; making expenses providing and maintenance of all of owned by the property and facilities of the property within designating, necessary Corporation and the maintenance, operation, replacement of in the performance of and using duties and to exercise the rights and the Declaration, oF the By-
the property within designating, necessary Corporation and the maintenance, operation, replacement of in the performance of and using duties and to exercise the rights and the Declaration, oF the Bypreparing and adopting annual budgets of s expenses; assessments to defray the ‘ag set forth in the collecting such assessments; for the operation, care, the property and Corporation and the within or in the vicinity the jurisdiction of the owned by the Corporation as set the Declaration; hiring, for the and dismissing the operation of the repair, its and, where viding for the compensation of such for the purchase of equipment, materials to be used by such their duties; depositing a bank depository which it the proceeds to operate (vi) making and amending rules and reguiations; (vii) opening bank accounts on behalf of the Corporation and designating the signatories required; (viii) making or contracting for the making of repairs, additions, and improvements to or alterations of the Corporation'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 Corporation, and bringing any proceedings which may be instituted on behalf of oF against the owners Of property subject to the Declaration; (x) obtaining and carrying insurance against casualties and liabilities 4s 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 Corporation or its members and not chargeable directly to specific owners} (xii) keeping books with detailed accounts of
the premium cost thereof; (xi) paying the cost of all services rendered to the Corporation or its members and not chargeable directly to specific owners} (xii) keeping books with detailed accounts of the receipts and expenditures affecting the Corporation and its administration, specifying the maintenance and repair expenses and any other expenses jncurred; (xiii) making available (for 4a 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 Articles, the By-Laws, the rules governing such property and all other books, records, and financial statements of the Corporation; .
(xiv) permitting utility suppliers and suppliers of other services to use portions of the Corporation's property?
ee -_ caw eee ee (xv) engaging in activities which will foster, promote, and advance the common interests of the.
owners of property subject to the Declaration; (xvi) buying oF otherwise acquiring, selling, or otherwise disposing of, mortgaging, oF 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 Corporation, which shall include the power to foreclose its lien on any property subject to the Declaration, by judicial or nonjudicial means ; ~- (xvii) porrowing 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
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 the Corporation, with or in association with any other association, corporation, or other entity oF agency, public or private; (xix) acting as agent, trustee, OF other representative of other corporations, firms, oF individuals, and as such to advance the business OF ownership interests in such corporations, firms, Or individuals; (xx) adopting, altering, and amending OF repealing such By-Laws as may be necessary oF desirable for the proper management of the affairs of the Corporation; provided, however, such By-Laws may not be inconsistent with or contrary to any provisions of the peclaration; and (xxi) providing or contracting for services penefitting the property subject to the Declaration, including, without Limitation, garbage removal and any and all supplemental municipal services as may be necessary OF 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 uM VR BUY he bate bad abun save are independent powers, not to be restricted by reference to or inference from the terms of any other paragraph or provisions of this Article.
ARTICLE SIX The Corporation shall be 4 membership corporation without certificates oF shares of stock. Each and every person or entity who owns a Lot (as defined in the Declaration) within the property
RTICLE SIX The Corporation shall be 4 membership corporation without certificates oF 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 Corporation, including contract sellers, but excluding any person or entity who nolds an interest merely as security for the performance of an obligation OF those owning an easement right, 4 mineral interest, or 4 royalty interest, shall be 4 membex of the Corporation (such persons or entities being hereinafter referred to as am "Owner" ) « Membership in the Corporation shall be appurtenant to and may not be separated from ownership of a Lot.
ARTICLE SEVEN The Corporation ghall have two classes of membership: (a) CLASS A. Class "A" Members shall initially be all Owners with the exception of the Declarant (as defined in the Declaration) - Class "A" Members shall 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 shall more than one vote be cast with respect to each Lot in which such Members own undivided interests. The vote for guch Lot shall be suspended in the event more than one Member seeks to exercise it. The voting rights of a Lot owned by a corporation, 4 partnership or other entity shall be exercised by the individual designated from time to time by the owner in 4 written instrument provided to the Secretary of the Corporation.
were AON Vee Oe TEE a baka 2IWE (bd) CLASS 8. The Class "RB" Member shall be the Declarant who shali be entitled to three (3) votes for each Lot of which it is the Owner.
OPING/ SPRINGCREEK/ 2120.22 5 were AON Vee Oe TEE a baka 2IWE (bd) CLASS 8. The Class "RB" Member shall be the Declarant who shali be entitled to three (3) votes for each Lot of which it is the Owner.
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 pv" votes or (ii) on such earlier date that the Declarant, in its discretion, 5° determines and records an instrument to such effect in the real property records of Montgomery County, Texas.
ARTICLE EIGHT The Corporation shall act through a board of directors (the "Board of Directors" or the "Board"), which shall manage the affairs of the Corporation as specified in the By-Laws. The Board shall contain 4 minimum “of three (3) and a maximum of five (5) members. Members of the Board need not be members of the Corporation, as long as there is a Class "B" Member; however, at such time a5 there is no Class “B" Member, members of the Board must be members of the Corporation who are not in violation of the By-laws of the Corporation or the Declaration. the initial Board shal] 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) d- Dickson Rogers 3100 Travis, Suite 402 Houston, Texas 77006 (2) Curtis R- campbell 3100 Travis, Suite 402 Houston, Texas 77006 (3) Clinton D. Pendleton 3100 Travis, Suite 402 Houston, Texas 77006 verve The number of directors may be changed by amendment of the Corporation's By-Laws.
the method of election of members of the Board, removal and filing of vacancies, and the term of office of directors shall be
ber of directors may be changed by amendment of the Corporation's By-Laws.
the method of election of members of the Board, removal and filing 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.
Tr ARTICLE NINE In furtherance and not in Limitation of the powers conferred by the laws of the State of Texas, the authority to adopt, amend or repeal the By-Laws of the Corporation shall vest exclusively in the Corporation's members.
ARTICLE TEN The Corporation reserves the right to amend or repeal any provision of these Articles in the manner now or hereafter prescribed py law; provided, however, any amendment of these Articles must be approved by two-thirds (2/3rds) vote of the members of the Corporation 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 Corporation, the assets of the Corporation shall be dedicated to an appropriate public agency to be used for purposes similax to those for which the Corporation was created. In the event that such dedication is refused acceptance, such assets shall be granted, conveyed and assigned to any non-profit corporation, association, trust or other organization to be devoted to such similar purposes.
ARTICLE TWELVE The name and address of the incorporator of the Corporation is: John R. Wallace : 1200 Smith Suite 3300 Houston, Texas 77002-4579 watt» ARTICLE THIRTEEN The corporation shall indemnify any person who is or was 4 director of the Corporation against judgments , penalties, fines,
ce : 1200 Smith Suite 3300 Houston, Texas 77002-4579 watt» ARTICLE THIRTEEN The corporation shall indemnify any person who is or was 4 director of the Corporation against judgments , penalties, fines, settlements, and reasonable expenses actually incurred by such person in connection with any action, suit, OF proceeding, whether civil or criminal in nature, in which he is made a party by reason of being or having peen a director or gerving at the corporation's request to the fullest extent permitted by the Texas Non-Profit Corporation Act or the Texas Miscellaneous Corporation Laws Act.
ARTICLE FOURTEEN As long as there js a Class B membership, the following actions will require the prior approval of the Department of Housing and Urban Development: annexation of additional properties, mergers and consolidations of the Corporation with other non-profit corporations, mortgage or dedication of "Common Area," (as defined in the Declaration) dissolution of the Corporation, and amendment of these Articles.
jCe\ 76030 . INARTOPING/SPRINOCREEK/ 2120.22 8.
vu Vo CVVY Why 22'OT int bbddh Lit peo very — . , IN WITNESS WHEREOF, for the purpose of forming this laws of the State of Texas, corporation this th aay of corporation under the the undersigned cuted these Articles of In , 1996has exe Jo R. Wallace IGC\TE6030. INARTOFING/SPRINGCRERK/ 72120 222