Bylaws ERecorded

2024 17934 06/27/2024 09:48 AM Page 1 of 38 1.1 BYLAWS AND SUPPLEMENTAL DEDICATORY INSTRUMENTS OF VISTA POINT HOA, INC.

ARTICLE 1 INTRODUCTION PURPOSE OF BYLAWS. These Bylaws ("Bylaws") and attached supplemental dedicatory instruments described in Article 13 below provide for the governance of Vista Point HOA, Inc. ("Association") a Property Owners Association, as that term is defined in Texas Property Code §209.002(7), whose Members consist of the owners of Lots in Vista Point subdivision, located in Johnson County, Texas ("Subdivision"), covered by a dedicatory instrument entitled Declaration of Covenants, Conditions, Restrictions and Easements of Vista Point, recorded as Document Number 2022-24387 in the Official Public Records of Johnson County, Texas ("Declaration"). In addition, the following Bylaws, the following supplemental dedicatory instruments appear in this instrument under the corresponding Exhibit reference: Document Retention Policy Exhibit A Records Production and Copying Policy Assessment Collection Policy Exhibit B Exhibit C Payment Plan Policy Exhibit D 1.2 DEFINITIONS. Words and phrases defined in the Declaration shall have the same meanings when used in these Bylaws. Unless defined otherwise in the Declaration or in these Bylaws, words and phrases defined in Texas Property Code §209.002 shall have the same meaning when used in these Bylaws. The following words and phrases shall have specified meanings when used in these Bylaws: a.

b.

C.

the "Board of Directors" or "Board" means the Board of Directors of the Association, group of persons vested with the management of the affairs of the Association.

"Board Meeting" means a deliberation between a quorum of the voting Board, or between a quorum of the voting Board and another person, during which

th the management of the affairs of the Association.

"Board Meeting" means a deliberation between a quorum of the voting Board, or between a quorum of the voting Board and another person, during which Association business is considered and the Board takes formal action; and does not include the gathering of a quorum of the Board at a social function unrelated to the business of the Association or the attendance of the Board at a regional, state, or national convention or ceremonial event, or press conference, if formal action is not taken and any discussion of Association business is incidental to the social function, convention, ceremonial event, or conference.

"Business Organizations Code" means the governing laws of the State of Texas for nonprofit corporations.

Bylaws of Vista Point HOA, Inc. - Page 1 2024 17934 06/27/2024 09:48 AM Page 2 of 38 d.

e.

f.

g.

h.

i.

j.

k.

1.

m.

n.

0.

"Officer" means an Officer of the Association. "President,", "Vice-President," "Secretary," and "Treasurer" mean, respectively, the President, Vice-President, Secretary, and Treasurer of the Association.

"Declarant Control Period" shall mean and refer to the period of time during which the Declarant is entitled to appoint and remove the members of the Board of Directors and the officers of the Association, other than Board members or officers elected by Members of the Association pursuant to these Bylaws.

"Dedicatory Instrument" means each governing instrument covering the establishment, maintenance, and operation of the Subdivision. The term includes the Declaration, Certificate of Formation, Bylaws, Design Guidelines (if used), and other documents reflecting rules, regulations and policies of the Subdivision and Association.

on. The term includes the Declaration, Certificate of Formation, Bylaws, Design Guidelines (if used), and other documents reflecting rules, regulations and policies of the Subdivision and Association.

"Development Period" means the period in which Declarant reserves a right to facilitate the development, construction, and marketing of the Subdivision, and a right to direct the size, shape, and composition of the Subdivision.

"Director" means a member of the Board of Directors of the Association.

"Governing documents" means, collectively, the Declaration, these Bylaws, the Certificate of Formation, Design Guidelines, other Dedicatory Instruments, and other documents reflecting governance of the Subdivision and Association.

"Majority" means more than 50 percent.

"Managing Agent" means the Association's designated representative as it appears on the Management Certificate, if any.

"Management Certificate" means the instrument required to be recorded pursuant to Section 209.004 of the Texas Residential Property Owners Protection Act.

"Member" means a Member of the Association, each Member being an Owner of a Lot in the Subdivision, unless the context indicates that Member means a member of the Board of Directors or a member of a committee of the Association.

"Ordinary care" means the care that an ordinarily prudent person in a similar position would exercise under similar circumstances.

"Owner" shall mean and refer to the holder of record, whether one or more persons or entities, of fee simple title to any Lot which is a part of the Subdivision, including contract buyers (a buyer under an executory contract for conveyance), but excluding those having such interest merely a security for the performance of an obligation (i.e. holders of mortgages and home equity loans).

(a buyer under an executory contract for conveyance), but excluding those having such interest merely a security for the performance of an obligation (i.e. holders of mortgages and home equity loans).

Bylaws of Vista Point HOA, Inc. - Page 2 2024 17934 06/27/2024 09:48 AM Page 3 of 38 p.

q.

"Policies" mean the payment, collections, records retention, and related policies of the Association pursuant to the Governing documents.

"Texas Residential Property Owners Protection Act" or "The Act" shall refer to Texas Property Code Chapter 209, as same may be amended or repealed in whole or in part.

Other definitions contained in the Declaration are incorporated herein by reference, as if fully set forth.

ARTICLE 1 GENERAL PROVISIONS 1.3 NONPROFIT PURPOSE. The Association is not organized for profit and is governed by Chapter 22 of the Business Organizations Code.

1.4 COMPENSATION. A Director, Officer, or Member shall not be entitled to receive any pecuniary profit for the operation of the Association, and no dividend or assets of the Association shall be distributed to, or inure to the benefit of a Director, Officer, or Member, provided, however: a.

b.

1.5 that reasonable compensation may be paid to a Director, Officer, or Member, for services rendered to the Association; that a Director, Officer, or Member may, from time to time, be reimbursed for his or her actual and reasonable expenses incurred on behalf of the Association, provided such expense has been approved by the Board.

GENERAL POWERS AND DUTIES. The Association, acting through the Directors, shall have the powers and duties necessary for the administration of the affairs of the Association and for the operation and maintenance of the Subdivision as may be required or

hrough the Directors, shall have the powers and duties necessary for the administration of the affairs of the Association and for the operation and maintenance of the Subdivision as may be required or permitted by the governing documents and state law. The Association may do any and all things that are lawful and which are necessary, proper, or desirable in operating for the best interests of its Members, subject only to the limitations upon the exercise of such powers as are expressly set forth in the governing documents.

2.1 ARTICLE 2 MEMBERSHIP MEMBERSHIP. Every person or entity who is a record Owner of any Lot which is subject to assessments provided in the Declaration shall be a Member of the Association. All present or future Members are subject to the Certificate of Formation, Declaration and these Bylaws, and other dedicatory instruments. Membership in the Association will signify that each Lot Owner appoints the Board of Directors of the Association to manage or regulate the Subdivision in accordance with the provisions set forth in the dedicatory instruments are accepted, ratified, and will be strictly followed. Further, Membership in the Association will signify that the Owner has designated the Association as its representative to initiate, defend or intervene in Bylaws of Vista Point HOA, Inc. - Page 3 2024 17934 06/27/2024 09:48 AM Page 4 of 38 litigation or an administrative proceeding affecting the enforcement of the Declaration or the protection, preservation or operation of the Subdivision.

2.2 CLASSES OF MEMBERSHIP. The Association shall have two classes of Membership as provided in the Declaration. Class A Members shall include all Owners other than the Declarant and Declarant's successors and assigns. Declarant and Declarant's successors and

classes of Membership as provided in the Declaration. Class A Members shall include all Owners other than the Declarant and Declarant's successors and assigns. Declarant and Declarant's successors and assigns shall be the Class B Member. Class A Members shall be entitled to one vote for each Lot in which they hold the interest required for membership. When more than one person holds such interest or interest in any Lot, all such persons shall be Members, and the vote for such Lot shall be exercised as they among themselves determine, but in no event shall more than one vote be cast with respect to any such Lot. The Class B Member shall be entitled to nine (9) votes for each Lot owned by it. Subject to and without waiving the Declarant Control Period, any Class B membership shall cease and become converted to Class A membership when the Class B Member no longer owns a Lot.

3.1 ARTICLE 3 GOVERNING BODY BOARD OF DIRECTORS. The Board of Directors shall govern the Association, each of whom shall have one (1) vote. The Board shall consist of three (3) Directors. Directors shall be elected at the first annual meeting. 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. The number of Directors may be changed by amendment of these Bylaws, but shall not be less than three (3); however, a decrease in the number of Directors may not shorten the term of an incumbent Director.

Notwithstanding anything contained in these Bylaws, during the Declarant Control Period, the Declarant is entitled to appoint and remove the members of the Board of Directors and the officers

irector.

Notwithstanding anything contained in these Bylaws, during the Declarant Control Period, the Declarant is entitled to appoint and remove the members of the Board of Directors and the officers of the Association. Thereafter, at least one-third (1/3) of the members of the Board shall be elected by the Owners other than the Declarant not later than the tenth (10th) anniversary after this Declaration was recorded in the Official Public Records or Real Property Records of Johnson County, Texas.

3.2 QUALIFICATION AND TERM. After the Declarant Control Period expires, all Directors must be Members of the Association. At the first annual meeting after the expiration of the Declarant Control Period, the Members shall elect two (2) Directors to three (3) year terms, one (1) Director to a two (2) year term, and one (1) Director to a one (1) year term. At each annual meeting thereafter, the Members shall elect one (1) Director to serve a three (3) year term.

3.2.1 CO-OWNERS. Co-owners of a single Lot may not serve on the Board at the same time. Co-owners of more than one Lot may serve on the Board at the same time, provided the number of Co-owners serving at one time does not exceed the number of Lots they co-own.

3.3 ELECTION. Directors shall be elected by the Members by written ballot. The election of Directors shall be conducted at the annual meeting of the Association, at any special meeting called for that purpose, or by mail, facsimile transmission, or a combination of mail and facsimile transmission. Any Board Member whose term has expired must be elected by the Members.

Bylaws of Vista Point HOA, Inc. - Page 4 2024 17934 06/27/2024 09:48 AM Page 5 of 38 3.4 VACANCIES. A Board Member may be appointed by a majority of the remaining

red must be elected by the Members.

Bylaws of Vista Point HOA, Inc. - Page 4 2024 17934 06/27/2024 09:48 AM Page 5 of 38 3.4 VACANCIES. A Board Member may be appointed by a majority of the remaining Board Members only to fill a vacancy caused by resignation, death, or disability. Each Director so elected shall serve out the remaining term of his predecessor. This section does not apply to the appointment of a Board Member during the Declarant Control Period.

3.5 REMOVAL OF DIRECTORS. At any Annual or special meeting of the Association, any one or more of the Directors may be removed with or without cause by Members representing a majority of the votes present in person or by proxy at such meeting, and a successor shall then and there be elected to fill the vacancy thus created. Any Director whose removal has been proposed by the Members shall be given an opportunity to be heard at the meeting. However, if the Board is presented with written, documentary evidence from the database or other record maintained by a governmental law enforcement authority that a Board Member has been convicted of a crime of moral turpitude, the Member is immediately ineligible to serve on the Board, and is automatically considered removed from the Board, and is prohibited from future service on the Board.

3.6 MEETINGS OF THE BOARD.

3.6.1 Organizational Meeting of the Board. After the Certificate of Formation is filed, the Board of Directors named in the Certificate of Formation shall hold an organizational meeting of the Board, at the call of a majority of the Directors to adopt these Bylaws and elect officers and for other purposes determined by the Board at the meeting. The Directors calling the meeting shall send notice of the time and place of the meeting to each Director named in the

and elect officers and for other purposes determined by the Board at the meeting. The Directors calling the meeting shall send notice of the time and place of the meeting to each Director named in the Certificate of Formation not later than the third day before the date of the meeting. Within ten (10) days after each annual meeting, the Directors shall convene an organizational meeting for the purpose of electing Officers. The time and place of such meeting shall be fixed by the Board and announced to the Directors.

3.6.2 Open Meetings of the Board. Regular and special board meetings must be open to Owners, subject to the right of the Board to adjourn a board meeting and reconvene in closed executive session to consider actions involving personnel, pending or threatened litigation, contract negotiations, enforcement actions, confidential communications with the Association's attorney, 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 in the executive session must be summarized orally and placed in the minutes, in general terms, without breaching the privacy of individual Owners, violating any privilege, or disclosing information that was to remain confidential at the request of the affected parties. The oral summary must include a general explanation of expenditures approved in executive session. This section applies to a meeting of the Association Board during the Declarant Control Period only if the meeting is conducted for the purpose of adopting or amending the dedicatory instruments of the Association, increasing the amount of Regular

ation Board during the Declarant Control Period only if the meeting is conducted for the purpose of adopting or amending the dedicatory instruments of the Association, increasing the amount of Regular Assessments of the association or adopting or increasing a Special Assessment; electing nondeveloper Board members of the Association or establishing a process by which those members are elected; or changing the voting rights of Members of the Association.

Bylaws of Vista Point HOA, Inc. - Page 5 2024 17934 06/27/2024 09:48 AM Page 6 of 38 3.7 NOTICE OF BOARD MEETINGS.

3.7.1 To Board Members. Subject to the Act and other provisions of the Association's dedicatory instruments, regular meetings of the Board shall be held at such time and place as shall be determined, from time to time, by a majority of the Directors, but at least one such meeting shall be held during each fiscal year. Notice of regular meetings of the Board of Directors shall be given to each Director; either personally, by telephone or by facsimile transmission at least three days prior to the day named for such meeting, or by deposit of notice in the U.S. Mail (postage prepaid) at least seven days prior to the day named for such meeting. Notice of special meetings shall be provided to each Director at least 72 hours before the start of the meeting. Attendance of a Director at a meeting constitutes a waiver of notice, unless the Director attends a 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.

3.7.2 To Members. Members shall be given notice of the date, hour, place, and general subject of a regular Board meeting, including a general description of any matter to be

wfully called or convened.

3.7.2 To Members. Members shall be given notice of the date, hour, place, and general subject of a regular Board meeting, including a general description of any matter to be brought up for deliberation in executive session. The notice shall be 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 provided at least seventy-two (72) hours before the start of the meeting by posting the notice in a conspicuous manner reasonably designed to provide notice to Members in a place located in the Common Areas, if any, or, on other conspicuously located privately owned property within the Subdivision; or on any Internet website maintained by the Association or other Internet media; and sending the notice by e-mail to each owner who has registered an e-mail address with the Association. It is an Owner's duty to keep an updated e-mail address registered with the Association.

3.8 SPECIAL MEETINGS OF THE BOARD. Special meetings of the Board may be called by the President or, if he or she is absent or refuses to act, by any two (2) Directors. At least three (3) days' prior notice shall be given to each Director, personally or by telephone or written communication, which notice shall state the place, time, and purpose of such meeting.

3.9 CONDUCT OF MEETINGS. The President shall preside over all meetings of the Board and the secretary shall keep, or cause to be kept, a record of all resolutions adopted by the Board and a record of all transactions and proceedings occurring at such meetings. When not in conflict with law or the governing documents, the then current edition of Robert's Rules of Order shall govern the conduct of the meetings of the Board.

eedings occurring at such meetings. When not in conflict with law or the governing documents, the then current edition of Robert's Rules of Order shall govern the conduct of the meetings of the Board.

3.10 QUORUM. At all meetings of the Board, a Majority of Directors shall constitute a quorum for the transaction of business, and the acts of the majority of the Directors present at a meeting at which a quorum is present shall be the acts of the Board. If less than a quorum is present at any meeting of the Board, the majority of those present may adjourn the meeting from time to time. At any such reconvened meeting at which a quorum is present, any business which might have been transacted at the meeting as originally called may be transacted without further notice. A Director present by proxy at a meeting may not be counted toward a quorum.

Bylaws of Vista Point HOA, Inc. - Page 6 2024 17934 06/27/2024 09:48 AM Page 7 of 38 3.11 PROXY. A Director may vote in person or, by proxy executed in writing by the Director. A proxy expires three (3) months after the date the proxy is executed.

3.12 PLACE OF MEETINGS. Except for a meeting held by electronic or telephonic means, a Board meeting must be held in a county in which all or part of the property in the Subdivision is located or in a county adjacent to that county.

3.13 METHOD OF MEETING. The Board may meet by any method of communication, including electronic and telephonic, without prior notice to Owners, if each director may hear and be heard by every other Director, or the Board may take action by unanimous written consent to consider routine and administrative matters or a reasonably unforeseen emergency or urgent necessity that requires immediate Board action. A remote electronic communications system,

written consent to consider routine and administrative matters or a reasonably unforeseen emergency or urgent necessity that requires immediate Board action. A remote electronic communications system, including videoconferencing technology or the Internet, may be used only if each person entitled to participate in the meeting consents to the meeting being held by means of that system, and the system provides access to the meeting in a manner or using a method by which each person participating in the meeting can communicate concurrently with each other participant. Any action taken without notice to Owners 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. The Board may not, without prior notice to Owners, consider or vote on fines, damage assessments, initiation of foreclosure actions, initiation of enforcement actions, excluding temporary restraining orders or violations involving a threat to health or safety, increase in Regular Assessments, levying of Special Assessments, appeals from a denial of architectural control approval, or a suspension of a right of a particular Owner before the Owner has an opportunity to attend a Board meeting to present the Owner's position, including any defense, on the issue.

3.14 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

ds, 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.

3.15 RECESS. 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 the requisites of this Article. 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 described by the Act and these Bylaws within two (2) hours after adjourning the meeting being continued.

3.16 ACTION WITHOUT A MEETING. Any action required or permitted to be taken by the Board at a meeting may be taken without a meeting, if all the Directors individually or collectively consent in writing to such action. The written consent shall be filed with the minutes of the Board. Action by written consent shall have the same force and effect as a unanimous vote.

3.17 LIABILITIES AND STANDARD OF CARE. A Director shall discharge the Director's duties, including duties as a committee member, in good faith, with ordinary care, and Bylaws of Vista Point HOA, Inc. - Page 7 2024 17934 06/27/2024 09:48 AM Page 8 of 38 in a manner the Director reasonably believes to be in the best interest of the Association. A Director is not liable to the Association, a Member, or another person for an action taken or not

8 of 38 in a manner the Director reasonably believes to be in the best interest of the Association. A Director is not liable to the Association, a Member, or another person for an action taken or not taken as a Director if the Director acted in compliance with this section. A person seeking to establish liability of a Director must prove that the Director did not act in good faith, with ordinary care, in a manner the Director reasonably believed to be in the best interest of the Association. A Director is not considered to have the duties of a trustee of a trust with respect to the Association or with respect to property held or administered by the Association. A Director is not if, in the exercise of ordinary care, the Director acted in good faith and in reliance on the written opinion of an attorney for the Association.

3.18 INTERESTED DIRECTORS. A contract or transaction between the Association and one or more Directors, Officers, or Members which have a financial interest otherwise valid and enforceable contract or transaction is valid and enforceable, and is not void or voidable, notwithstanding any relationship or interest, if the material facts as to the relationship or interest and as to the contract or transaction are disclosed to or known by the Association's Board of Directors, a committee of the Board of Directors, or the Members, and the Board, the committee, or the Members in good faith and with ordinary care authorize the contract or transaction by the affirmative vote of the majority of the disinterested Directors, committee members or Members, regardless of whether the disinterested Directors, committee members or Members constitute a quorum of the Members entitled to vote on the authorization of the contract or transaction, and the

embers, regardless of whether the disinterested Directors, committee members or Members constitute a quorum of the Members entitled to vote on the authorization of the contract or transaction, and the contract or transaction is specifically approved in good faith and with ordinary care by a vote of the Members, or the contract or transaction is fair to the Association when the contract or transaction is authorized, approved, or ratified by the Board of Directors, a committee of the Board of Directors, or the Members. Common or interested Directors or Members of the Association may be included in determining the presence of a quorum at a meeting of the Board, a committee of the Board, or Members that authorize the contract or transaction. The person who has the relationship or interest may be present at or participate in and, if the person is a Director, Member, or committee member, may vote at a meeting of the Board of Directors, of the Members, or of a committee of the Board that authorizes the contract or transaction; or sign, in the person's capacity as Director, Member, or committee member, a written consent of the Directors, Members, or committee members to authorize the contract or transaction.

3.19 POWERS AND DUTIES. The Board shall have all the powers and duties necessary for the administration of the Association and for the operation and maintenance of the Subdivision. The Board may do all such acts and things except those which, by law or the governing documents are reserved to the Members and may not be delegated to the Board. The act of a majority of the Directors present in person or by proxy at a meeting at which a quorum is present is the act of the Board of Directors. Without prejudice to the general and specific powers

he act of a majority of the Directors present in person or by proxy at a meeting at which a quorum is present is the act of the Board of Directors. Without prejudice to the general and specific powers and duties set forth in laws or the governing documents, or such powers and duties as may hereafter be imposed on the Board by resolution of the Association, the powers and duties of the Board shall include, but shall not be limited to, the following: 3.19.1 Rules and Regulations. The Board, by resolution may from time to time adopt and publish Rules and Regulations governing use of the Common Areas and the personal conduct of the Members, and their guests, and may suspend the right to use the Common Areas, after notice and hearing, pursuant to Sections 209.006 and 209.007 of the Act.

Bylaws of Vista Point HOA, Inc. - Page 8 2024 17934 06/27/2024 09:48 AM Page 9 of 38 3.19.2 Guests. The Board may limit the number of guests of Owners with respect to the use of the Common Areas, and/or establish fees for guest use of same.

3.19.3 Delinquent Accounts. The Board may establish, levy, and collect reasonable late charges for Members' delinquent accounts. The Board may also establish a rate of interest to be charged on Members' delinquent accounts, provided the rate of interest does not exceed eighteen percent (18%) or the maximum rate permitted by state law, whichever is lesser.

3.19.4 Fidelity Bonds. The Board shall require that all Officers, agents, and employees of the Association handling or responsible for Association funds shall furnish adequate fidelity bonds. The premiums on such bonds may be an expense of the Association.

3.19.5 Employees. The Board may employ independent contractors or employees as deemed necessary, and may prescribe their duties.

bonds. The premiums on such bonds may be an expense of the Association.

3.19.5 Employees. The Board may employ independent contractors or employees as deemed necessary, and may prescribe their duties.

3.19.6 Appointment of Committees. The Board, by resolution, may from time to time designate standing or ad hoc committees to advise or assist the Board with its responsibilities.

The resolution shall establish the purposes and powers of each committee created, provide for the appointment of its Members, as well as chairman, and shall provide for reports, termination, and other administrative matters deemed appropriate by the Board. Committees may be appointed from among the Members or professionals in the area of expertise for which the Committee is formed.

3.19.7 Fines. In addition to, or in lieu of, other remedies as provided by law, the Board may levy fines for each day or occurrence that a violation of the dedicatory instruments persists after notice and hearing, provided the amount of the fine does not exceed the amount necessary to ensure compliance with the dedicatory instruments.

3.19.8 Contracts for Services. The Board may enter into contracts for services on behalf of the Association, and, when appropriate, shall solicit competitive bids based on a standard statement of work prepared or approved by the Board.

3.19.9 Professional Association Management Services. The Board may employ a Managing Agent for the Association, at a compensation established by the Board, to perform duties and services authorized by the Board. The Board shall execute and file Management Certificates in accordance with Section 209.004 of the Act.

3.19.10 Financial Records and Annual Reports. The Board shall maintain current

zed by the Board. The Board shall execute and file Management Certificates in accordance with Section 209.004 of the Act.

3.19.10 Financial Records and Annual Reports. The Board shall maintain current and accurate financial records with complete entries as to each financial transaction of the Association, including income and expenditures, in accordance with generally accepted accounting principles. The Board shall annually prepare or approve a financial report for the Association for the preceding year. The report must conform to accounting standards as adopted by the American Institute of Certified Public Accountants and must include: a statement of support, revenue and expenses, statement of changes in fund balances, a statement of functional expenses, and a balance sheet for each fund.

Bylaws of Vista Point HOA, Inc. - Page 9 2024 17934 06/27/2024 09:48 AM Page 10 of 38 3.19.11 Dissent to Action. A Director who is present at a meeting of the Board of Directors at which action is taken on an Association matter is presumed to have assented to the action unless the Director's dissent has been entered in the minutes of the meeting, the Director has filed a written dissent to the action with the person acting as the secretary of the meeting before the meeting is adjourned, or the Director has sent a written dissent by registered mail to the secretary of the Association immediately after the meeting has been adjourned. The right to dissent under this section does not apply to a Director who voted in favor of the action.

4.1 ARTICLE 4 OFFICERS DESIGNATION. The principal Officers of the Association shall be the President, the Vice-President, the Secretary, and the Treasurer. The Board may appoint such other Officers

n.

4.1 ARTICLE 4 OFFICERS DESIGNATION. The principal Officers of the Association shall be the President, the Vice-President, the Secretary, and the Treasurer. The Board may appoint such other Officers and Assistant Officers as it deems necessary. The President and Vice-President shall be Directors.

Other Officers may, but need not, be Directors. Any two offices may be held by the same person, except the offices of President and Secretary. If an Officer is absent or unable to act, the Board may appoint a Director to perform the duties of that Officer and to act in place of that Officer, on an interim basis.

4.2 ELECTION OF OFFICERS. The Officers shall be elected no less than annually by the Directors at the organizational meeting of the Board and shall hold office at the pleasure of the Board. Except for resignation or removal, Officers shall hold office until their respective successors have been designated by the Board.

4.3 REMOVAL AND RESIGNATION OF OFFICERS. A majority of Directors may remove any Officer, with or without cause, at any regular meeting of the Board or at any special meeting of the Board called for that purpose. A successor may be elected at any regular or special meeting of the Board called for that purpose. An Officer may resign at any time by giving written notice to the Board. Unless the notice of resignation states otherwise, it is effective when received by the Board and does not require acceptance by the Board. The resignation or removal of an Officer who is also a Directors does not constitute resignation or removal from the Board.

4.4 STANDARD OF CARE. An Officer is not liable to the Association or any other person for an action taken or omission made by the Officer in the person's capacity as an Officer

removal from the Board.

4.4 STANDARD OF CARE. An Officer is not liable to the Association or any other person for an action taken or omission made by the Officer in the person's capacity as an Officer unless the Officer's conduct was not exercised in good faith with ordinary care, and in a manner the officer reasonably believes to be in the best interest of the Association. This section shall not affect the liability of the Association for an act or omission of the Officer.

4.5 DESCRIPTION OF PRINCIPAL OFFICES.

4.5.1 President. As the chief executive Officer of the Association, the President shall be a Director and shall: (i) preside at all meetings of the Association and of the Board; (ii) have all the general powers and duties which are usually vested in the office of the President of a corporation organized under the laws of the State of Texas; (iii) have general supervision, direction, and control of the business of the Association, subject to the control of the Board; and (iv) see that all orders and resolutions of the Board are carried into effect. The President shall not vote except to break a tie.

Bylaws of Vista Point HOA, Inc. - Page 10 2024 17934 06/27/2024 09:48 AM Page 11 of 38 4.5.2 Vice-President. The Vice-President shall be a Director and, in the absence of the President or in the event of the President's inability or refusal to act, shall perform the duties of the President. The Vice-President shall perform such duties as are assigned by the President and Board.

4.5.3 Secretary. The Secretary shall: (i) keep the minutes of all meetings of the Board and of the Association; (ii) have charge of such books, papers, and records as the Board may direct; (iii) maintain a record of the names and addresses of the Members for the mailing of

s of the Board and of the Association; (ii) have charge of such books, papers, and records as the Board may direct; (iii) maintain a record of the names and addresses of the Members for the mailing of notices; (iv) prepare and give all notices in accordance with the Texas Business Organizations Code and the governing documents; (v) act as the custodian of records of the Association; (vi) review all mail on behalf of the Association; (vii) keep a current register of the names and addresses of Members; and (viii) ion general, perform all duties incident to the office of Secretary.

4.5.4 Treasurer. The Treasurer shall: (i) be responsible for Association funds; (ii) keep full and accurate financial records and books of account showing all receipts and disbursements; (iii) prepare all required financial data and tax returns; (iv) deposit all monies or other valuable effects in the name of the Association in such depositories as may from time to time be designated by the Board; (v) prepare the annual and supplemental budgets of the Association; (vi) review the accounts of the managing agent on a monthly basis in the event such managing agent is responsible for collecting and disbursing Association funds; and (vi) perform all duties incident to the office of Treasurer.

4.6 AUTHORIZED AGENTS. Except when the governing documents require execution of certain instruments by certain individuals, the Board may authorize any person to execute instruments on behalf of the Association, by written resolution. In the absence of Board designation, the President and the Vice-President shall be the only persons authorized to execute instruments on behalf of the Association.

5.1 ARTICLE 5 MEETINGS OF THE ASSOCIATION ANNUAL MEETING. Annual Meetings shall be scheduled each year at the

shall be the only persons authorized to execute instruments on behalf of the Association.

5.1 ARTICLE 5 MEETINGS OF THE ASSOCIATION ANNUAL MEETING. Annual Meetings shall be scheduled each year at the discretion of the Board of Directors from time to time as may be permitted by law and designated in the notice of meeting. At the annual meeting the Members shall elect Directors in accordance with these Bylaws. The Members may also transact such other business of the Association as may properly come before them. Notwithstanding any other provision in these Bylaws, the Board shall call an Annual Meeting of the Members of the Association.

5.2. MANDATORY ELECTION REQUIRED AFTER FAILURE TO CALL ANNUAL MEETING. If the Board does not call an Annual Meeting of the Association Members, an Owner may demand that a meeting of the Association Members be called not later than the thirtieth (30 th) day after the date of the Owner's demand. The Owner's demand must be made in writing and sent by certified mail, return receipt requested, to the registered agent of the Association and to the Association at the address for the association according to the most recently filed Management Certificate. A copy of the notice must be sent to each Owner who is a Member of the Association. If the Board does not call a meeting of the Members of the Association on or Bylaws of Vista Point HOA, Inc. - Page 11 2024 17934 06/27/2024 09:48 AM Page 12 of 38 before the thirtieth (30th) day after the date of a demand, there or more Owners may form an election committee. The election committee shall file written notice of the committee's formation with the county clerk of each county in which the Subdivision is located. A notice filed by an

form an election committee. The election committee shall file written notice of the committee's formation with the county clerk of each county in which the Subdivision is located. A notice filed by an election committee must contain: (1) a statement that an election committee has been formed to call a meeting of Owners who are Members of the Association for the sole purpose of electing Board members; (2) the name and residential address of each committee member; and (3) the name of the Subdivision over which the Association has jurisdiction under the dedicatory instruments.

Each committee member must sign and acknowledge the notice before a notary or other official authorized to take acknowledgments. The county clerk shall enter on the notice the date the notice is filed and record the notice in the county's real property records. Only one committee in the Subdivision may operate under this section at one time. If more than one committee in a subdivision files a notice, the first committee that files a notice, after having complied with all other requirements of this section, is the committee with the power to act under this section. A committee that does not hold or conduct a successful election within four (4) months after the date the notice is filed with the country clerk is dissolved by operation of law. An election held or conducted by a dissolved committee is ineffective for any purpose under this section. The election committee may call meetings of the Owners who are Members of the Association for the sole purpose of electing Board members. Notice, quorum, and voting provisions contained in these Bylaws apply to any meeting called by the election committee.

5.3 SPECIAL MEETINGS. It shall be the duty of the President to call a special

rs. Notice, quorum, and voting provisions contained in these Bylaws apply to any meeting called by the election committee.

5.3 SPECIAL MEETINGS. It shall be the duty of the President to call a special meeting of the Association if directed to do so by a majority of the Board or by a petition signed by Members representing at least ten percent (10%) of the eligible votes in the Association. Such meeting of any special meeting shall state the time, place and purpose of such meeting. No business, except the purpose stated in the notice of the meeting, shall be transacted at a special meeting.

5.4 PLACE OF MEETINGS. Meetings of the Association shall be held at a place as is designated by the Board in the notice of the meeting.

5.5 NOTICE OF MEETINGS. Not later than the tenth (10th) day or earlier than the sixtieth (60th) day before the date of an election or vote, the Association shall give written notice of the election or vote to each Owner in the Association, for purposes of an Association-wide election or vote or to vote for the election of members of the Board.

5.6 ELIGIBILITY. All Members of the Association may receive notice of meetings of the Association, vote at meetings of the Association, or be elected to serve as a Director.

5.7 RECORD DATES.

5.7.1 Determining Notice Eligibility. The Board shall fix a date as the record date for determining the Members entitled to notice of a meeting of the Association. The record date may not be more than sixty (60) days before the date of a meeting of the Association at which Members will vote.

5.7.2 Determining Voting Eligibility. The Board shall fix a date as the record date for determining the Members entitle4d to vote at a meeting of the Association. The record Bylaws of Vista Point HOA, Inc. - Page 12 2024 -

ng Eligibility. The Board shall fix a date as the record date for determining the Members entitle4d to vote at a meeting of the Association. The record Bylaws of Vista Point HOA, Inc. - Page 12 2024 17934 06/27/2024 09:48 AM Page 13 of 38 date may not be more than sixty (60) days before the date of a meeting of the Association at which Members will vote.

5.7.3 Determining Rights Eligibility. The Board shall fix a date as the record date for determining the Members entitled to exercise any rights other than those described in the preceding two paragraphs. The record date may not be more than sixty (60) days before the date of the action for which eligibility is required, such as a nomination to the Board.

5.7.4 Adjournments. A determination of Members entitled to notice of or to vote at a meeting of the Association is effective for any adjournment of the meeting unless the Board fixes a new date for determining the right to notice or the right to vote. The Board must fix a new date for determining the right to notice or the right to vote if the meeting is adjourned to a date more than ninety (90) days after the record date for determining Members entitled to notice of the original meeting.

5.8 VOTING MEMBERS LIST. The Board shall prepare and make available a list of the Association's voting Members in accordance with Business Organizations Code Section 22.158. After setting a record date for the notice of a meeting, the Association shall prepare an alphabetical list of the names of all its voting members. The list must identify the Members who are entitled to notice, the address of each voting Member; and the number of votes each voting Member is entitled to cast at the meeting. Not later than the second (2nd) business day after the

ers who are entitled to notice, the address of each voting Member; and the number of votes each voting Member is entitled to cast at the meeting. Not later than the second (2nd) business day after the date notice is given of a meeting for which a list was prepared in accordance with this section, and continuing through the meeting, the list of voting Members must be available at the office of the Association's Managing Agent, according to the most recent Management Certificate recorded, as identified in the notice of the meeting, for inspection by Members entitled to vote at the meeting for the purpose of communication with other Members concerning the meeting. A voting Member or voting Member's agent or attorney is entitled on written demand to inspect and, at the member's expense and subject to Section 209.005 of the Act, copy the list at a reasonable time during the period the list is available for inspection. The Association shall make the list of voting Members available at the meeting. A voting Member or voting Member's agent or attorney is entitled to inspect the list at any time during the meeting or an adjournment of the meeting.

5.9 QUORUM. At any meeting of the Association, the presence in person or by proxy of Members entitled to cast at least ten percent (10%) of the votes that may be cast for election of the Board shall constitute a quorum. Members present at a meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the withdrawal, during the course of the meeting, of Members constituting a quorum.

5.10 LACK OF QUORUM. If a quorum shall not be present or represented at any meeting, the Members entitled to vote shall have power to adjourn the meeting from time to time,

bers constituting a quorum.

5.10 LACK OF QUORUM. If a quorum shall not be present or represented at any meeting, the Members entitled to vote shall have power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum is present and represented.

5.11 VOTES. Members of the Association shall have one vote for each Lot owned in the Subdivision. The vote of Members representing at least a majority of the votes cast at any meeting at which a quorum is present shall be binding upon all Members for all purposes, except when a higher percentage is required by the Declaration or these Bylaws. There shall be no cumulative voting. The voting rights of an Owner may be cast or given in person or by proxy at a Bylaws of Vista Point HOA, Inc. - Page 13 2024 17934 06/27/2024 09:48 AM Page 14 of 38 meeting of the property owners' association; by absentee ballot in accordance with this section; or by electronic ballot in accordance with these Bylaws.

5.12 PROXIES. Unless otherwise provided by the proxy, a proxy is revocable and expires eleven (11) months after the date of its execution. A proxy may not be irrevocable for longer than eleven (11) months.

5.13 BALLOTS. Any vote cast in an election or vote by a Member of the Association must be in writing and signed by the Member. In an Association-wide election, written and signed ballots ae not required for uncontested races. Electronic votes cast as provided below constitute written and signed ballots. An absentee or electronic ballot may be counted as an Owner present and voting for the purpose of establishing a quorum only for items appearing on the ballot; and may not be counted, the purpose of establishing a quorum only for items appearing on a ballot

er present and voting for the purpose of establishing a quorum only for items appearing on the ballot; and may not be counted, the purpose of establishing a quorum only for items appearing on a ballot even if properly delivered, if the owner attends any meeting to vote in person. Any vote cast at a meeting by an Owner supersedes any vote submitted by absentee or electronic ballot previously submitted for that proposal, and may not be counted on the final vote of a proposal if the motion was amended at the meeting to be different from the exact language on the absentee or electronic ballot. A solicitation for votes by absentee ballot must include: 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 later choose to attend a meeting in person, in which case any inperson vote will prevail." For purposes of this section, "electronic ballot" means a ballot; given by e-mail, facsimile, or posting on an Internet website for which the identity of the Owner submitting the ballot can be confirmed and for which the property owner jay receive a receipt of the electronic transmission and receipt of the owner's ballot. If an electronic ballot is posted on

ner submitting the ballot can be confirmed and for which the property owner jay receive a receipt of the electronic transmission and receipt of the owner's ballot. If an electronic ballot is posted on the Association's Internet website, a notice of the posting shall be sent to each Owner that contains instructions on obtaining access to the posting on the website.

5.13.1 Co-Owned Lots. If a Lot is owned by more than one Member and only one Member is present at a meeting of the Association, that person may cast the vote allocated to that Lot. If more than one Member is present, the vote allocated to that Lot may be cast only in accordance with the Owners' unanimous agreement. Multiple Owners are in unanimous agreement if one of the multiple owners casts the vote allocated to the Lot and none of the other Owners makes prompt protest to the person presiding over the meeting.

5.13.2 Corporation-Owner Lots. If a Lot is owned by a corporation or limited liability company, the vote appurtenant to that Lot may be cast by an officer of the corporation in the absence of express notice of the designation of a specific person by the Board of Directors/Managers or governing documents of the owning corporation or LLC. The vote of a partnership may be cast by any general partner of the owning partnership in the absence of express notice of the designation of a specific person by the owing partnership. The person presiding over a meeting or vote may require reasonable evidence that a person voting on behalf of a corporation or partnership is qualified to vote.

Bylaws of Vista Point HOA, Inc. - Page 14 2024 17934 06/27/2024 09:48 AM Page 15 of 38 5.14 TABULATION AND ACCESS OF BALLOTS. A person who is a candidate in

tion or partnership is qualified to vote.

Bylaws of Vista Point HOA, Inc. - Page 14 2024 17934 06/27/2024 09:48 AM Page 15 of 38 5.14 TABULATION AND ACCESS OF BALLOTS. A person who is a candidate in the Association's Board 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, as determined under Chapter 573 of the Texas Government Code, may not tabulate or otherwise be given access to the ballots cast in that election or vote except as provided by this section. A person other than a person described above may tabulate votes in an Association election or vote, but may not disclose to any other person how an individual voted. Notwithstanding any other provision of this chapter or any other law, a person other than a person who tabulates votes may be given access to the ballots cast in the election or vote only as part of a recount process authorized by law.

5.15 RECOUNT OF VOTES. Any owner may, not later than the fifteenth (15th) day after the date of the meeting at which the election was held, require a recount of the votes. A demand for a recount must be submitted in writing by certified mail, return receipt requested, or by delivery by the United States Postal Service with signature confirmation service to the Association's mailing address or in person as reflected on the latest Management Certificate, or to the address to which absentee and proxy ballots are mailed. The Association shall enter into a contract for the services of a person qualified to tabulate votes under this section. The Association shall enter into a contract for the services of a person who is not a Member of the Association or

contract for the services of a person qualified to tabulate votes under this section. The Association shall enter into a contract for the services of a person who is not a Member of the Association or related to a Member of the Association board within the third degree by consanguinity or affinity, as determined under Chapter 573 of the Texas Government Code, who is a current or former county judge, county elections administrator, justice of the peace, county voter registrar, or a person agreed on by the Association and the persons requesting the recount. Any recount under this section must be performed on or before the 30th day after the date of receipt of a request. If the recount changes the results of the election, the Association shall reimburse the requesting Owner for the cost of the recount. The Association shall provide the results of the recount to each Owner who requested the recount. 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.

5.16 CONDUCT OF MEETINGS. The President, or any person designated by the Board shall preside over meetings of the Association. The Secretary shall keep, or cause to be kept, the minutes which shall record all resolutions adopted and all transactions occurring at the meeting, as well as a record of any votes taken at the meeting. The person residing over the meeting may appoint a parliamentarian. The then current edition of Robert's Rules of Order shall govern the conduct of all meetings of the Association when not in conflict with the governing documents. Votes shall be tallied by tellers appointed by the person presiding over the meeting.

5.17 ORDER OF BUSINESS. Unless the notice of meeting states otherwise, the order

ict with the governing documents. Votes shall be tallied by tellers appointed by the person presiding over the meeting.

5.17 ORDER OF BUSINESS. Unless the notice of meeting states otherwise, the order of business at annual meetings of the Association shall be as follows: --> Determine votes presently by roll call or check-in procedure Announcement of quorum Proof of notice of meeting Reading and approval of minutes of preceding meeting Reports Election of Directors Unfinished or old business Bylaws of Vista Point HOA, Inc. - Page 15 2024 17934 06/27/2024 09:48 AM Page 16 of 38 5.18 New business Adjournment ADJOURNMENT OF MEETING. At any meeting of the Association, a majority of the Members present at that meeting, either in person or by proxy, may adjourn the meeting to another time.

6.1 ARTICLE 6 COMMITTEES NOMINATING COMMITTEE. After the expiration of the Declarant Control Period, nominations for the election of the Board of Directors may be made by a Nominating Committee. The Nominating Committee shall make as many nominations to the Board as it shall in its discretion determine, but not less than the number of vacancies that are to be filled.

Nominations may also be made from the floor at the annual meeting.

6.2 OTHER COMMITTEES. The Board of Directors may appoint other committees as the Board deems appropriate to carry out its purposes.

ARTICLE 7 RULES AND REGULATIONS 7.1 RULES. The Board shall have the right to establish and amend, from time to time, reasonable Rules and Regulations for: (i) the administration of the Association and the governing documents; (ii) the maintenance, management, operation, use, conservation, and beautification of the Subdivision; (iii) the health, comfort, and general welfare of the residents; provided, however,

ng documents; (ii) the maintenance, management, operation, use, conservation, and beautification of the Subdivision; (iii) the health, comfort, and general welfare of the residents; provided, however, that such Rules may not be in conflict with law or the governing documents. The Board shall, at all times, maintain the then current and complete Rules in a written form which can be copied and distributed to the Members, and shall be recorded in the Official Public Records of Real Property of Johnson County, Texas.

7.2 ADOPTION AND AMENDMENT. Any Rule may be adopted, amended, or terminated by the Board, provided that the Rule and the requisite Board approval are properly recorded as a resolution in the minutes of the meeting of the Board.

7.3 NOTICE AND COMMENT. The Board shall give written notice to an Owner of each Lot of any amendment, termination, or adoption of a Rule, or shall publish same in a newsletter or similar publication which is circulated to the Members, at least ten (10) days before the Rule's effective date. Any Member so notified shall have the right to comment orally or in writing to the Board on the proposed action.

7.4 DISTRIBUTION. Upon written request from any Member or Resident, the Board shall provide a current and complete copy of the Rules.

Bylaws of Vista Point HOA, Inc. - Page 16 2024 17934 06/27/2024 09:48 AM Page 17 of 38 ARTICLE 8 OBLIGATIONS OF THE OWNERS 8.1 PROOF OF OWNERSHIP. Any person, on becoming a Member of the Association, shall furnish to the Board evidence of ownership in the Lot, which copy shall remain in the files of the Association. A Member shall not be deemed to be in good standing nor be entitled to vote at any annual or special meeting of the Association unless this requirement is first met.

n in the files of the Association. A Member shall not be deemed to be in good standing nor be entitled to vote at any annual or special meeting of the Association unless this requirement is first met.

8.2 OWNERS' ADDRESSES. The Owner or the several Co-Owners of a Lot shall register and maintain one mailing address to be used by the Association for mailing of statements, notices, and all other communications. The Owner shall keep the Association informed of the Member's current mailing address. If an Owner fails to maintain a current mailing address with the Association, the address of that Owner's Lot shall be deemed to be his mailing address. An Owner who mortgages his or her Lot shall furnish the Board with the name and mailing address of the mortgage.

8.3 ASSESSMENTS. All Owners shall be obligated to pay Maintenance Charges and other assessments imposed by the Association to meet the Common Expenses as defined in the Declaration.

8.4 COMPLIANCE WITH DOCUMENTS. Each Owner shall comply with the provisions and terms of the governing documents, and any amendments thereto. Further, each Owner shall always endeavor to observe and promote the cooperative purposes for which the Association was established.

9.1 ARTICLE 9 ASSOCIATION RECORDS AVAILABILITY. The Association shall make the books and records of the Association, including financial records, open to and reasonably available for examination by an Owner, or a person designated in a writing signed by the owner as the Owner's agent, attorney, or public accountant, in accordance with this section. An Owner is entitled to obtain from the Association copies of information contained in the books and records. Association attorney's files

orney, or public accountant, in accordance with this section. An Owner is entitled to obtain from the Association copies of information contained in the books and records. Association attorney's files and records, excluding invoices requested by an Owner are not records of the Association and are not subject to inspection by the Owner or production in a legal proceeding. If a document in an attorney's files and records relating to the Association would be responsive to a legally authorized request to inspect or copy association documents, the document shall be produced by using the copy from the attorney's files and records if the Association has not maintained a separate copy of the document. This Article does not require production of a document that constitutes attorney work product or that is privileged as an attorney-client communication. An Owner or the Owner's authorized representative must submit a written request for access or information by certified mail, with sufficient detail describing the Association's books and records requested, to the mailing address of the Association or authorized representative as reflected on the most current Management Certificate. The request must contain an election either to inspect the books and records and if an inspection is requested, the Association, on or before the tenth (10th) business day after the date the Association receives the request, shall send written notice of dates during Bylaws of Vista Point HOA, Inc. - Page 17 2024 17934 06/27/2024 09:48 AM Page 18 of 38 normal business hours that the Owner may inspect requested books and records to the extent those books and records are in the possession, custody, or control of the Association, or if copies of

of 38 normal business hours that the Owner may inspect requested books and records to the extent those books and records are in the possession, custody, or control of the Association, or if copies of identified books and records are requested, the Association shall, to the extent those books and records are in the possession, custody, or control of the Association, produce the requested books and records for the requesting party on or before the tenth (10th) business day after the date the Association receives the request. If the Association is unable to produce the books or records requested on or before the tenth (10th) business day after the date the Association receives the request, the Association must provide to the requestor written notice that informs the requestor that the Association is unable to produce the information on or before the tenth (10th) business day after the date the Association received the request, and states a date by which the information will be sent or made available for inspection to the requesting party that is not later than the fifteenth (15th) business day after the date notice under this Article is given. The Association may produce books and records requested under this section in hard copy, electronic, or other format reasonably available to the Association.

9.2 OPEN RECORDS POLICY. The Board has adopted a Records Production and Copying Policy that prescribes the costs the Association will charge for compilation, production and reproduction of information requested under this section, and is recorded in the Official Public Record of Real Property Records of Johnson County, Texas, pursuant to Section 209.005 of the Act. The prescribed charges may include all reasonable costs of materials and labor. The

he Official Public Record of Real Property Records of Johnson County, Texas, pursuant to Section 209.005 of the Act. The prescribed charges may include all reasonable costs of materials and labor. The Association may not charge an owner for the compilation, production, or reproduction of information requested under this section unless the policy prescribing those costs has been recorded as required by this subsection. An Owner is responsible for costs related to the compilation, production, and reproduction of the requested information in the amounts prescribed by the policy adopted under this section. The Association may require advance payment of the estimated costs of compilation, production, and reproduction of the requested information. If the estimated costs are lesser or greater than the actual costs, the Association shall submit a final invoice to the Owner on or before the thirtieth (30th) business day after the date the information is delivered. If the final invoice includes additional amounts due from the owner, the additional amounts, if not reimbursed to the Association before the thirtieth (30th) business day after the date the invoice is sent to the Owner, may be added to the Owner's account as an assessment. If the estimated costs exceeded the final invoice amount, the owner is entitled to a refund, and the refund shall be issued to the owner not later than the thirtieth (30th) business day after the date the invoice is sent to the Owner.

9.3 RECORDS RETENTION. In accordance with Section 209.005(m) of the Act, the Board has adopted, recorded and complied with a Document Retention Policy which shall be recorded in the Official Public Records of Real Property of Johnson County, Texas and may be recorded as part of this instrument.

10.1 ARTICLE 10 NOTICES

ith a Document Retention Policy which shall be recorded in the Official Public Records of Real Property of Johnson County, Texas and may be recorded as part of this instrument.

10.1 ARTICLE 10 NOTICES CO-OWNERS. If a Lot is owned by more than one person, notice to one Co-Owner shall be deemed notice to all Co-Owners.

Bylaws of Vista Point HOA, Inc. - Page 18 2024 17934 06/27/2024 09:48 AM Page 19 of 38 10.2 DELIVERY OF NOTICES. Any written notice required or permitted by these Bylaws may be given personally, by mail, or by facsimile transmission. If mailed, the notice is deemed delivered when deposited in the U.S. Mail addressed to the Member at the address shown on the Association's records. If transmitted by facsimile, the notice is deemed delivered on successful transmission of the facsimile.

10.3 WAIVER OF NOTICE. Whenever any notice is required to be given to an Owner, Member, or Director, a written waiver of the notice, signed by the person entitled to such notice, whether before or after the time stated in the notice, shall be equivalent to the giving of such notice.

Attendance by a Member or Director at any meeting of the Association or Board, respectively, shall constitute a waiver of notice by such Member or Director of the time, place, and purpose of such meeting. If all Members or Directors are present at any meeting of the Association or Board, respectively, no notice shall be required and any business may be transacted at such meeting.

ARTICLE 11 AMENDMENTS TO BYLAWS 11.1 PROPOSALS. These Bylaws may be amended by a Majority of the Members. The Association shall provide each Member with a detailed description of any proposed amendment.

Such description shall be included in the notice of any annual or special meeting of the Association

s. The Association shall provide each Member with a detailed description of any proposed amendment.

Such description shall be included in the notice of any annual or special meeting of the Association if such proposed amendment is to be considered at said meeting.

11.2 CONSENTS. An amendment shall be adopted by the vote, in person or by proxy, or written consents of Members representing at least a Majority of the votes cast or present at a meeting for which a quorum is obtained.

11.3 EFFECTIVE. To be effective, each amendment must be in writing and be signed by at least two Officers acknowledging the requisite approval of Members, and be delivered to each Member at least ten (10) days before the amendment's effective date.

ARTICLE 12 GENERAL PROVISIONS 12.1 CONFLICTING PROVISIONS. If any provision of these Bylaws conflicts with any provision of the laws of the State of Texas, such conflicting Bylaws provision shall be null and void, but all other provisions of these Bylaws shall remain in full force and effect. In the case of any conflict between the Declaration and these Bylaws, the Declaration shall control.

12.2 SEVERABILITY. Invalidation of any provision of these Bylaws, by judgment or court order, shall in no wise affect any other provision which shall remain in full force and effect.

The effect of a general statement shall not be limited by the enumerations of specific matters similar to the general.

12.3 FISCAL YEAR. The fiscal year of the Association shall be the calendar year.

Bylaws of Vista Point HOA, Inc. - Page 19 2024 17934 06/27/2024 09:48 AM Page 20 of 38 12.4 WAIVER. No restriction, condition, obligation, or covenant in the Declaration or these Bylaws shall be deemed to have been abrogated or waived by reason of failure to enforce

:48 AM Page 20 of 38 12.4 WAIVER. No restriction, condition, obligation, or covenant in the Declaration or these Bylaws shall be deemed to have been abrogated or waived by reason of failure to enforce the same, irrespective of the number of violations or breaches thereof which may occur.

ARTICLE 13 SUPPLEMENTAL DEDICATORY INSTRUMENTS The following are attached and incorporated herein as supplemental dedicatory instruments to these Bylaws as required by Chapter 209, Texas Property Code, the Texas Residential Property Owners Protection Act, having been duly adopted by the Association: Document Retention Policy Exhibit A Records Production and Copying Policy Exhibit B Assessment Collection Policy Exhibit C Exhibit D Payment Plan Policy The Board of Directors has adopted these Bylaws effective the 26 day of June 2024.

for Brad Owens, President Vista Point HOA, Inc.

THE STATE OF TEXAS THE COUNTY OF ELLIS cos essess The foregoing instrument was acknowledged and signed before me on 2024 by Brad Owens, President of Vista Point HOA, Inc.

ATE PUB OF VIVIANA A. GARZA Notary Public, State of Texas Comm. Expires 02-21-2025 Notary ID 131014276 June 26 Viniana At Notary Public, State of Texas Return to: Vista Point HOA, Inc.

2425 N Central Expressway Suite 500 Richardson, Texas 75080 Bylaws of Vista Point HOA, Inc. – Page 20 2024 17934 06/27/2024 09:48 AM Page 21 of 38 EXHIBIT A VISTA POINT HOA, INC.

DOCUMENT RETENTION POLICY Vista Point HOA, Inc. ("Association") is responsible for administering and enforcing the CCRs (defined below), and desires to establish the following policy consistent with applicable provisions of the Texas Property Code.

This Document Retention Policy ("Document Retention Policy") is adopted in accordance with

d desires to establish the following policy consistent with applicable provisions of the Texas Property Code.

This Document Retention Policy ("Document Retention Policy") is adopted in accordance with Texas Property Code Section 209.005 and supersedes any policy regarding retention and destruction of Documents that may have previously been in effect. This Document Retention Policy will be effective when recorded in the Official Public Records of Johnson County, Texas.

1. Definitions.

(a) Generally. The following words and phrases when used in this Document Retention Policy have the following meanings: (1) (2) (3) The terms "Destroy” and “Destroyed” mean to destroy, discard, shred, burn, delete, chemically treat, purge, or otherwise eliminate Documents as may be appropriate.

The terms “Document” or “Documents" mean any documentary material generated or received by the Association in connection with transacting its business, or related to the Association's legal obligations. The terms "Document" or "Documents" include, among other things, writings, drawings, graphs, charts, photographs, tape, disc, audio recordings, microforms, and other electronic documents from which information can be obtained or translated, such as electronic mail, voice mail, USB drives, and other electronic storage media, and the files within which any such items are maintained.

The term "Official Files" means the files maintained by the person or entity designated by the Association to serve as "Managing Agent" and in the absence of such designee shall be the Secretary of the Association. The term “Official Files" expressly excludes Documents subject to the attorney-client privilege and the work-product privilege maintained by the Association's legal counsel.

retary of the Association. The term “Official Files" expressly excludes Documents subject to the attorney-client privilege and the work-product privilege maintained by the Association's legal counsel.

(b) Other Capitalized Terms. Any other capitalized term in this Document Retention Policy that is not defined in this Document Retention Policy will have the meaning set forth in, as applicable, (1) the Declaration of Covenants, Conditions, Restrictions, and Easements of Vista Point (as amended or restated from time to time, the "CCRs"), or (2) the Bylaws of Vista Point HOA, Inc., a Texas nonprofit corporation (as amended or restated from time to time, the "Bylaws").

2. Policy.

(a) It is the Association's policy to maintain complete, accurate, and high-quality documents. Documents are to be retained for the period of their immediate use, unless longer retention is required for historical reference, contractual or legal requirements, or other purposes as set forth in this Document Retention Policy.

(b) Documents may be maintained in paper format or in an electronic format that can be Document Retention Policy | Vista Point HOA, Inc.

Page 1 of 4 2024 17934 06/27/2024 09:48 AM Page 22 of 38 readily transferred to paper.

(c) Documents that are no longer required, or have satisfied their recommended period of retention, will no longer be records of the Association and may be Destroyed.

(d) The Managing Agent is responsible for ensuring that Documents within its area of assigned responsibility are identified, retained, stored, protected, and subsequently Destroyed in accordance with the guidelines set forth in this Document Retention Policy.

3. Compliance. This Document Retention Policy is not intended to be exhaustive and,

protected, and subsequently Destroyed in accordance with the guidelines set forth in this Document Retention Policy.

3. Compliance. This Document Retention Policy is not intended to be exhaustive and, accordingly, will be implemented to meet the specific needs of the Association. The retention periods specified in the Retention Schedule are guidelines based on the current retention periods set forth in current laws, industry custom, and practice.

4. Record Retention Schedule. Documents must be retained in accordance with the retention schedule attached as Schedule 1 ("Retention Schedule"). The retention periods specified in the Retention Schedule for particular Documents are intended as guidelines. In particular circumstances, the Managing Agent and the Board may determine that either a longer or shorter retention period is warranted, as long as the retention period does not violate current law.

5. Directors. The Association does not require Directors to maintain any Documents. Directors, in their discretion, may destroy copies of Documents generated by the Association if the Association maintains the originals of the Documents in the Official Files. However, if Directors receive Documents relating to the Association that were not generated by the Association or received through the Association, Directors must send the originals of the Documents (or copies, if originals are not available) to the Managing Agent to be maintained in the Official Files.

6. Annual Purge of Files.

(a) The Managing Agent and each Director electing to maintain Documents must conduct an annual purge of files that are under their respective control. The annual purge of files must be completed within the first quarter of each calendar year for Documents relating to prior years.

duct an annual purge of files that are under their respective control. The annual purge of files must be completed within the first quarter of each calendar year for Documents relating to prior years.

(b) When a Director ceases to be a Director, the Director must either Destroy or turn over to the Managing Agent all Documents relating to the business of the Association in the Director's possession or control. If the Documents are turned over, from that time forward, the Managing Agent will have the responsibility to conduct the annual purge of files maintained by the former Director.

7. Destruction Procedure.

(a) If the Documents to be purged are of public record, the Documents will be recycled. If recycling is not economically feasible, the Documents may be destroyed.

(b) If the Documents to be purged are not of public record, the Documents will be recycled as long as any confidential information contained in the Documents can be preserved; otherwise, the Documents will be destroyed in order to preserve the confidential nature of the information.

8. Certification. Following the annual purge of files, the Managing Agent, on request by the Board, must certify in writing that all Documents under its control conform to the guidelines set forth in this Document Retention Policy.

9. Copies of Originals. Copies of any Document may be recycled or Destroyed (as appropriate) at any time, regardless of age, as long as an original of the Document is maintained in the Official Document Retention Policy | Vista Point HOA, Inc.

Page 2 of 4 2024 17934 06/27/2024 09:48 AM Page 23 of 38 Files.

10. Onset of Litigation. If litigation has commenced, or if it is reasonably foreseeable that litigation may be imminent, all Documents potentially relevant to the dispute must be preserved. At

Files.

10. Onset of Litigation. If litigation has commenced, or if it is reasonably foreseeable that litigation may be imminent, all Documents potentially relevant to the dispute must be preserved. At the direction of the Association's legal counsel, the Managing Agent will advise the Board and any other person who may maintain Documents of the facts relating to the litigation. Thereafter, all Documents potentially relevant to the dispute will be deemed “held" until the litigation is concluded and all appeal periods have expired. At the conclusion of the litigation, the “hold” period will cease and the time periods provided in the Retention Schedule will apply to the Documents.

Document Retention Policy | Vista Point HOA, Inc.

Page 3 of 4 2024 17934 06/27/2024 09:48 AM Page 24 of 38 SCHEDULE 1 RETENTION SCHEDULE (1) Certificates of formation, bylaws, restrictive covenants, and all amendments to the certificates of formation, bylaws, and covenants shall be retained permanently; (2) financial books and records shall be retained for seven years; (3) account records of current owners shall be retained for five years; (4) contracts with a term of one year or more shall be retained for four years after the expiration of the contract term; (5) minutes of meetings of the owners and the board shall be retained for seven years; (6) tax returns and audit records shall be retained for seven years; and (7) any other document or record shall be retained at the discretion of the Board, subject to applicable law.

Remainder of this page blank.

Document Retention Policy | Vista Point HOA, Inc.

Page 4 of 4 2024 17934 06/27/2024 09:48 AM Page 25 of 38 EXHIBIT B VISTA POINT HOA, INC.

RECORDS PRODUCTION AND COPYING POLICY

r of this page blank.

Document Retention Policy | Vista Point HOA, Inc.

Page 4 of 4 2024 17934 06/27/2024 09:48 AM Page 25 of 38 EXHIBIT B VISTA POINT HOA, INC.

RECORDS PRODUCTION AND COPYING POLICY Vista Point HOA, Inc. ("Association") is responsible for administering and enforcing the CCRs (defined below), and desires to establish the following policy consistent with applicable provisions of the Texas Property Code.

This Records Production and Copying Policy ("Records Policy") is adopted in accordance with Texas Property Code Section 209.005 and supersedes any policy regarding inspection and copying of Records that may have previously been in effect. This Records Policy is effective when recorded in the Official Public Records of Johnson County, Texas.

1. Definitions.

(a) Generally. The following words and phrases when used in this Policy have the following meanings: (1) (2) (3) The term "Business Days” means Monday through Friday, excluding federal holidays on which national banking associations in Johnson County, Texas, are authorized to be closed.

The terms "Record" or "Records” mean the books and records of the Association, including financial records. The terms "Record” or "Records" specifically exclude an attorney's files and records relating to the Association and records of the Association subject to the attorneyclient privilege and the work-product privilege.

The term "Requesting Person” means an Owner, for himself or herself, or a person designated in writing by the Owner as the Owner's agent, attorney, or certified public accountant.

(b) Other Capitalized Terms. Any other capitalized term in this Records Policy that is not defined in this Records Policy will have the meaning set forth in, as applicable, (1) the

public accountant.

(b) Other Capitalized Terms. Any other capitalized term in this Records Policy that is not defined in this Records Policy will have the meaning set forth in, as applicable, (1) the Declaration of Covenants, Conditions, Restrictions, and Easements of Vista Point (as amended or restated from time to time, the "CCRs"), or (2) the Bylaws of Vista Point HOA, Inc., a Texas nonprofit corporation (as amended or restated from time to time, the "Bylaws").

2. Request to Inspect or Obtain Copies.

(a) A Requesting Person may submit a request to inspect or obtain copies of Records. The request must be submitted in writing and delivered to the Association by certified mail, return receipt requested, at the Association's mailing address as reflected on the Association's most current management certificate recorded in the Official Public Records of Johnson County, Texas.

(b) A written request to inspect or obtain copies of Records must identify with Records Production and Copying Policy | Vista Point HOA, Inc.

Page 1 of 4 2024 17934 06/27/2024 09:48 AM Page 26 of 38 sufficient detail the Records requested and contain an election either to have the Association forward copies of the identified Records or to inspect the Records requested. If the Requesting Person elects to have the Association forward copies of the identified Records, the request must indicate the address to which the Requesting Person desires to have the Records forwarded, as well as one of the available formats and delivery methods below: (1) (2) Format: electronic files, compact disc, or paper copies.

Delivery method: e-mail, certified mail, or pickup.

3. Response to Request. Within ten (10) Business Days after receipt of a written request

2) Format: electronic files, compact disc, or paper copies.

Delivery method: e-mail, certified mail, or pickup.

3. Response to Request. Within ten (10) Business Days after receipt of a written request under Section 2, the Association will provide one of the following as appropriate: (a) the requested Records, if copies were requested and any required advance payment had been made; (b) a written notice that the requested Records are available for inspection, specifying dates and times when the requested Records may be inspected by the Requesting Person during normal business hours at the Association's office; (c) a written notice that the requested Records are available for delivery once payment of the cost to produce the requested Records is made and stating the cost; (d) a written notice that a request for delivery does not contain sufficient information to identify the specific Records desired, the format, the delivery method, or the delivery address, as applicable; (e) a written notice that the requested Records cannot be produced within ten (10) Business Days but will be available within fifteen (15) additional Business Days from the date of the notice and payment of the cost to produce the Records is made and stating the cost.

4. Guidelines for Inspection.

(a) A Requesting Person requesting to inspect Records must not disrupt the ordinary business activities of the office where the Records are kept during the inspection.

(b) No originals of any Records may be removed by a Requesting Person from the office where the Records are kept without the Association's express written consent.

(c) If a request is made to inspect Records and the Records are maintained in electronic format, the Requesting Person will be given access to equipment to view the

ociation's express written consent.

(c) If a request is made to inspect Records and the Records are maintained in electronic format, the Requesting Person will be given access to equipment to view the electronic records. The Association will not be required to transfer the electronic records to paper format unless the Requesting Person agrees to pay the cost of producing the copies.

(d) If a Requesting Person inspecting Records requests copies of certain Records during the inspection, the Association must provide them promptly, if possible, but no later than ten (10) Business Days after the inspection or payment of costs, whichever is later.

Records Production and Copying Policy | Vista Point HOA, Inc.

Page 2 of 4 2024 17934 06/27/2024 09:48 AM Page 27 of 38 5. Costs.

(a) A Requesting Person is responsible for all costs associated with a request made under this Records Policy, including but not limited to copies, postage, supplies, labor, overhead, and third-party fees (such as archive document retrieval fees from off-site storage locations) as listed below: black and white 8½" x 11" single-sided copies ... $0.25 each; (1) (2) black and white 8½" x 11" double-sided copies ... $0.50 each; (3) color 8½" x 11" single-sided copies... $1.00 each; (4) color 8½" x 11" double-sided copies … $1.50 each; (5) oversized single-sided copies ... $1.00 each; (6) oversized double-sided copies ... $1.50 each; (7) PDF images of documents ... $0.25 per page; (8) flash drive... $10.00 each; (9) labor and overhead... $4fa0.00 per hour; (10) mailing supplies ... $5.00 per mailing; (11) postage... at cost; (12) other supplies... at cost; and (13) third-party fees at cost.

(b) The Association will send the Requesting Person an estimate of the costs to

plies ... $5.00 per mailing; (11) postage... at cost; (12) other supplies... at cost; and (13) third-party fees at cost.

(b) The Association will send the Requesting Person an estimate of the costs to respond, compile, produce, and reproduce the Records requested. Any costs associated with a Records request must be paid in advance of delivery by the Requesting Person. A Requesting Person who makes a request for Records and subsequently declines to accept delivery will be liable for payment of all costs under this Records Policy.

(c) In the Association's absolute discretion, and with the concurrence of the Owner, the Association may agree to invoice the cost of the Records request to the Owner's account.

The Owner must pay the total amount invoiced within thirty (30) days after the date a statement is mailed to the Owner. Any unpaid balance will accrue interest as Maintenance Charges as allowed under the Declarations.

6. Waiver of Notice and Costs. If, in the Association's discretion, a request for Records is deemed to be minimal, the Association may waive the notice requirements under Section 2 and waive or reduce the costs under Section 5.

7. Records of Individual Owners. Unless the Association receives express written Records Production and Copying Policy | Vista Point HOA, Inc.

Page 3 of 4 2024 17934 06/27/2024 09:48 AM Page 28 of 38 approval from the individual Owner whose records are the subject of a request for inspection or copying, the following Records are not available for inspection or copying by any Requesting Person: (a) the financial records associated with an individual Owner; (b) deed restriction violation details for an individual Owner; and (c) personal information, including contact information, other than an address for an individual Owner.

ed with an individual Owner; (b) deed restriction violation details for an individual Owner; and (c) personal information, including contact information, other than an address for an individual Owner.

Records Production and Copying Policy | Vista Point HOA, Inc.

Page 4 of 4 2024 17934 06/27/2024 09:48 AM Page 29 of 38 EXHIBIT C VISTA POINT HOA, INC.

ASSESSMENT COLLECTION POLICY This Assessment Collection Policy ("Collection Policy") supersedes any policy regarding collection of Assessments and other amounts owed to the Association that may have previously been in effect. This Collection Policy will be effective when recorded in the Official Public Records of Johnson County, Texas.

1. Definitions. Any capitalized term in this Collection Policy that is not defined in this Collection Policy will have the meaning set forth in, as applicable, (a) the Declaration of Covenants, Conditions, Restrictions and Easements of Vista Point (as amended or restated from time to time), or (b) the Bylaws of Vista Point HOA, Inc., a Texas nonprofit corporation (as amended or restated from time to time).

2. Policy Objectives. The collection of Assessments owed by Owners and the application of their payments under the Declaration, the Bylaws, and this Collection Policy will be governed by the following objectives: (a) The Association will pursue collection of all Assessments in the most expedient and cost-effective manner possible, subject to the provisions of the Declaration, the Bylaws, and this Collection Policy. The Association may delegate to the Manager or the Association's legal counsel, or both, those duties determined by the Board of Directors ("Board"), in its absolute discretion, to be necessary to accomplish these objectives.

ate to the Manager or the Association's legal counsel, or both, those duties determined by the Board of Directors ("Board"), in its absolute discretion, to be necessary to accomplish these objectives.

(b) At each step in the collection process, the Board will analyze the facts and circumstances then known concerning a given delinquency to direct collection efforts toward the most expedient course of action.

(c) All payments received by the Association will be applied in the following order, starting with the oldest charge in each category, until that category is fully paid, regardless of the amount of payment, notations or instructions on checks, and the date the obligations arose: (1) Delinquent Assessments; (2) Current Assessments; (3) collection costs and attorney fees associated solely with Assessments or any other charges that could provide the basis for foreclosure; (4) all other collection costs and attorney fees; (5) fines; Assessment Collection Policy Page 1 of 6 2024 17934 06/27/2024 09:48 AM Page 30 of 38 (6) (7) reimbursable expenses; and late fees and interest.

Notwithstanding the foregoing, if, at the time the Association receives a payment from an Owner, the Owner is in default under any alternative payment plan entered into with the Association with respect to delinquent Assessments, all payments received by the Association may be applied to amounts owed by the Owner in the order and manner the Association deems appropriate, regardless of any contrary instructions from the Owner or anyone else; however, a fine assessed by the Association may not be given priority over any other amount owed by the Owner.

3. Ownership Interests. The Person who is the Owner of a Lot as of the date

anyone else; however, a fine assessed by the Association may not be given priority over any other amount owed by the Owner.

3. Ownership Interests. The Person who is the Owner of a Lot as of the date Assessments become due is personally liable for the payment of the Assessments. As used in this Collection Policy, the term “Delinquent Owner" refers to the Person who held record title to a Lot on the date Assessments became due. As used in this Collection Policy, the term "Current Owner" refers to the Person who then holds record title to a Lot. Unless expressly denoted otherwise, the "Owner" of a Lot refers to the Delinquent Owner or the Current Owner, or both, as may be appropriate under the circumstances.

4. Due Date; Delinquency Date. All Assessments are due and payable to the Association as and when stated in the Declaration. When an invoice is placed into the care and custody of the United States Postal Service, the invoice will be deemed to have been delivered as of the third (3rd) calendar day following the date of the postmark of the invoice. Each due date for Assessments is collectively referred to in this Collection Policy as a "Due Date." Any Assessments that are not paid in full within thirty (30) days after the Due Date are delinquent ("Delinquency Date") and will be assessed late fees, handling charges, and interest as provided in Sections 7 and 8.

5. Late Notice. If Assessments have not been paid by the Delinquency Date, the Association will send a second invoice (referred to as the "Late Notice"), which will include the unpaid Assessments, collection fees, late fees, and interest charges claimed to be due. The Late Notice will be sent via first-class U.S. mail.

6. Default Letter. If Assessments have not been paid within sixty (60) days following the

es, late fees, and interest charges claimed to be due. The Late Notice will be sent via first-class U.S. mail.

6. Default Letter. If Assessments have not been paid within sixty (60) days following the Due Date, the Association will send a notice (referred to as the "Default Letter") to the Owner, via certified mail, return receipt requested, and via first-class U.S. mail. The Default Letter must do the following: (a) specify in detail all unpaid Assessments, interest, late fees, collection costs, and handling charges claimed to be due, and the total amount required to bring the Owner's account current; (b) describe the options the Owner has to avoid having the account turned over to a collection agent, including information about availability of a payment plan through the Association; and Assessment Collection Policy Page 2 of 6 2024 17934 06/27/2024 09:48 AM Page 31 of 38 (c) provide a period of at least thirty (30) days for the Owner to cure the delinquency before further collection action is taken.

7. Interest; Late Fee. If any Assessments are not paid in full on or before the Delinquency Date, interest on the principal amount due may be assessed against the Owner at the rate of ten percent (10%) per year or the maximum rate permitted by applicable law, whichever is less, and will accrue from the Due Date until paid. This interest, as and when it accrues, will become part of the Assessments on which it has accrued and will be subject to recovery in the manner provided in this Collection Policy for Assessments.

If any Assessments are not paid in full on or before the Delinquency Date, a late fee of $125.00 or thirty percent (30%) of the amount due, whichever is greater, unless otherwise

licy for Assessments.

If any Assessments are not paid in full on or before the Delinquency Date, a late fee of $125.00 or thirty percent (30%) of the amount due, whichever is greater, unless otherwise limited by law in which case the legal limit will control, will be assessed against the Owner and his or her Lot. The Board may, from time to time, without the necessity of seeking Owner approval or amending this Collection Policy, decrease the amount or waive payment of the late fee; however, the waiver of any late fee will not constitute a waiver of the Board's right to collect any future Assessments or late fees. The late fee, as and when levied, will become part of the Assessments on which it has been levied and will be subject to recovery in the manner provided in this Collection Policy for Assessments.

8. Handling Charges and Returned-Check Fees. To recoup the additional administrative expenses incurred by the Association for collecting delinquent Assessments, the collection of the following fees and charges is part of this Collection Policy: (a) any handling charges, administrative fees, postage, or other expenses incurred by the Association in the collection of any Assessments owed beyond the Delinquency Date; and (b) a charge of $25.00 per item for any check tendered to the Association that is dishonored by the drawee of the check, such charge being in addition to any other fee or charge the Association is entitled to recover from an Owner in connection with collection of Assessments owed with respect to the Owner's Lot.

Any fee or charge becoming due and payable under this Section will be added to the amount then outstanding and is collectible to the same extent and in the same manner as the

spect to the Owner's Lot.

Any fee or charge becoming due and payable under this Section will be added to the amount then outstanding and is collectible to the same extent and in the same manner as the Assessments the delinquency of which gave rise to the incurrence of the charge, fee, or expense.

9. Acceleration. If an Owner defaults in paying any Assessments that are payable in installments, the Board may accelerate the remaining installments on ten (10) days' written notice to the defaulting Owner. The entire unpaid balance of the Assessments becomes due on the date stated in the notice. Following acceleration of any Assessments payable in installments, the Association has no duty to reinstate the installment program upon payment by the Owner of the amount that has been accelerated.

10. Ownership Records. All collection notices and communications will be directed to the Persons shown on the Association's records as being the Owner of a Lot for which Assessment Collection Policy Page 3 of 6 2024 17934 06/27/2024 09:48 AM Page 32 of 38 Assessments are due, and will be sent to the Owner's most recent address as reflected on the Association's records. Any notice or communication directed to a Person at an address that is reflected in the Association's records as being the Owner and address for a given Lot will be valid and effective for all purposes under the Declaration, the Bylaws, and this Collection Policy until there is actual receipt by the Manager at its corporate office of written notice from the Owner of any change in the identity or status of the Owner or its address or both.

11. Notification of Owner's Representative. When the interests of an Owner in a Lot have been handled by a representative or agent of the Owner or when an Owner has

f the Owner or its address or both.

11. Notification of Owner's Representative. When the interests of an Owner in a Lot have been handled by a representative or agent of the Owner or when an Owner has otherwise acted to put the Association on notice that its interests in a Lot have been and are being handled by a representative or agent, any notice or communication from the Association under this Collection Policy will be deemed valid and effective for all purposes if given to the representative or agent.

12. Referral to Legal Counsel. If an Owner remains delinquent in the payment of Assessments and related fees, charges, or costs for more than thirty (30) days after the Default Letter has been sent, the Manager, on behalf of the Board, or the Board itself may, as soon as possible, refer the delinquency to legal counsel for the Association for legal action as required by this Collection Policy. Any attorney fees and related charges incurred by virtue of legal action taken will become part of the Assessment obligation and may be collected as provided in this Collection Policy.

13. Legal Action. Upon receipt of written request by the Manager or the Board to take specific collection action, legal counsel for the Association will take the following actions with regard to delinquencies referred to it: (a) Notice Letter. As the initial correspondence to a Delinquent Owner, counsel will send a notice letter ("Notice Letter") to the Owner, via certified mail, return receipt requested, and via first-class U.S. mail, and state the outstanding amount of Assessments and related fees, charges, and costs, including the charges for attorney fees and costs incurred for counsel's services. The Notice Letter will offer the Owner an opportunity to pay or dispute

ssments and related fees, charges, and costs, including the charges for attorney fees and costs incurred for counsel's services. The Notice Letter will offer the Owner an opportunity to pay or dispute the validity of the amounts due, in writing, within thirty (30) days of the Owner's receipt of the Notice Letter.

(b) Title Search. If a Delinquent Owner does not pay the amounts included in the initial Notice Letter sent by counsel, counsel will, upon direction from the Manager or the Board, order a search of the land records to verify current ownership of the Lot on which the delinquency exists.

(c) Notice of Lien. When the Board has determined that foreclosure of the Association's assessment lien is to be pursued, if an Owner does not pay in full all amounts indicated by the Notice Letter by the date specified, counsel, upon request by the Manager or the Board, will prepare and record in the Official Public Records of the county where the subdivision is located, a written notice of lien ("Notice of Lien”) setting forth the amount of the unpaid indebtedness, the name of the Owner of the Lot covered by the lien, and a description of the Lot covered by the lien. At the same time the Notice of Lien is filed with the County Clerk's office, a copy of the Notice of Lien will be sent to the Owner with a Assessment Collection Policy Page 4 of 6 2024 17934 06/27/2024 09:48 AM Page 33 of 38 demand that all outstanding amounts be paid in full within thirty (30) days.

(d) Judicial Foreclosure/Personal Judgment. If all outstanding amounts have not been paid in full within the time period given in the demand letter accompanying the Notice of Lien, the continued delinquency of Assessments due will be reported to the Board by the

amounts have not been paid in full within the time period given in the demand letter accompanying the Notice of Lien, the continued delinquency of Assessments due will be reported to the Board by the Manager. As soon as practical, the Board or the Manager may direct counsel to initiate legal proceedings in a court of competent jurisdiction seeking one or both of the following remedies: (1) (2) Foreclosure of the assessment lien under the rules adopted by the Texas Supreme Court for expedited foreclosure proceedings; however, the Association's assessment lien may not be foreclosed until the Association has (i) provided written notice of the total amount of the delinquency giving rise to the foreclosure to all lienholders of record (evidenced by a deed of trust) whose liens are inferior or subordinate to the Association's assessment lien, and (ii) provided each lienholder an opportunity to cure the delinquency before the sixty-first (61st) day after the lienholder receives the notice. The notice to lienholders must be sent by certified mail, return receipt requested, to the address for the lienholder shown in the deed of trust burdening the Lot(s) subject to the Association's assessment lien.

Recovery of a personal judgment against the Current Owner and, where different, from the Delinquent Owner or from the Current Owner only, for all amounts arising from the unpaid Assessments and their collection, including all attorney fees and costs.

14. Possession Following Foreclosure. If the Association purchases a Lot at public auction, the Owner or other occupant of the Lot will be deemed a tenant at sufferance and the Board may immediately institute actions to recover possession of the Lot.

15. Compromise of Assessment Obligations. To expedite the handling of collection of

l be deemed a tenant at sufferance and the Board may immediately institute actions to recover possession of the Lot.

15. Compromise of Assessment Obligations. To expedite the handling of collection of delinquent Assessments owed to the Association, the Board may, at any time, compromise or waive the payment of any Assessments, interest, late fees, handling charges, collection costs, legal fees, or any other applicable charges. The Association may, at its option, notify the Internal Revenue Service of the waiver or forgiveness of any Assessment obligation.

16. Credit Bureaus. The Association may notify any credit bureau of an Owner's delinquency. The Association will notify the Owner that it has filed such a report and will comply with any local, state, or federal Laws in connection with the filing of the report.

17. Collection Agency. The Board may employ or assign any past-due account to one or more collection agencies.

18. Notification of Mortgage Lender. The Association may notify an Owner's Mortgagee of any default in the timely satisfaction of Assessment obligations.

Assessment Collection Policy Page 5 of 6 2024 17934 06/27/2024 09:48 AM Page 34 of 38 19. Form of Payment. The Association may require that payment of delinquent Assessments be made only in the form of cash, cashier's check, or certified funds.

20. Partial and Conditioned Payment. Except in accordance with an approved payment plan entered into with the Association, the Association may refuse to accept partial payment (i.e., less than the full amount due and payable) and payments to which the payer attaches conditions or directions contrary to the Board's policy for applying payments. The Association's endorsement and deposit of a payment does not constitute acceptance. Instead,

which the payer attaches conditions or directions contrary to the Board's policy for applying payments. The Association's endorsement and deposit of a payment does not constitute acceptance. Instead, acceptance by the Association occurs when the Association posts the payment to the Owner's account. If the Association does not accept the payment at that time, it will promptly refund the payment to the payer. A payment that is not refunded to the payer within thirty (30) days after being deposited by the Association may be deemed accepted. The acceptance by the Association of partial payment of delinquent Assessments does not waive the Association's right to pursue or to continue pursuing its remedies for payment in full of all outstanding obligations or the Association's right to apply payments under any rights granted in this Collection Policy.

21. Notice of Payment. If the Association receives full payment of the delinquency after recording the Notice of Lien, the Association will cause a release of the Notice of Lien to be publicly recorded, a copy of which will be sent to the Owner; however, the Owner must prepay the Association the cost of preparing and recording the release.

22. Correction of Credit Report. If the Association receives full payment of the delinquency after reporting the defaulting Owner to a credit reporting service, the Association will report receipt of payment to the credit reporting service.

23. Statements of Unpaid Assessments. The Board may impose a reasonable fee on any Owner if the Owner or a prospective purchaser or Mortgagee of the Owner requests the Association to issue a certificate of the current status of the Owner's payment of Assessments.

Assessment Collection Policy Page 6 of 6 2024 17934 06/27/2024 09:48 AM Page 35 of 38

ner requests the Association to issue a certificate of the current status of the Owner's payment of Assessments.

Assessment Collection Policy Page 6 of 6 2024 17934 06/27/2024 09:48 AM Page 35 of 38 EXHIBIT D VISTA POINT HOA, INC.

PAYMENT PLAN POLICY This Payment Plan Policy ("Policy") is adopted in accordance with Texas Property Code Chapter 209.0062 and supersedes any policy regarding alternative payment schedules for assessments that may have previously been in effect. This Policy will be effective when recorded in the Official Public Records of Johnson County, Texas.

1. Definitions. All capitalized terms in this Policy that are not defined in this Policy will have the meaning set forth in, as applicable, (a) the Declaration of Covenants, Conditions, Restrictions and Easements for Vista Point (as amended or restated from time to time), or (b) the Bylaws of Vista Point HOA, Inc., a Texas nonprofit corporation (as amended or restated from time to time).

2. Payment Plans.

(a) Right to Payment Plan. Subject to the terms of this Policy, Owners are entitled to make partial payments for delinquent amounts owed to the Association under an alternative payment schedule (each a "Payment Plan" and, collectively, "Payment Plans") in compliance with this Policy.

(b) Effect of Prior Default. The Association has no obligation to accept a Payment Plan from any Owner who has defaulted on the terms of a Payment Plan within the last two (2) years.

3. Basic Plan Requirements.

(a) In Writing. All Payment Plans must be in writing on a form provided by the Association and signed by the Owner.

(b) Frequency and Amount of Payment. A Payment Plan must include sequential monthly payments. The total of all proposed payments must equal the total delinquent

he Association and signed by the Owner.

(b) Frequency and Amount of Payment. A Payment Plan must include sequential monthly payments. The total of all proposed payments must equal the total delinquent amount owed plus administrative fees, if any, plus the estimated accrued interest and late charges.

(c) Duration. Based on the guidelines below, a Payment Plan may be no shorter than three (3) months and no longer than eighteen (18) months. The following guidelines are provided to assist Owners in submitting a Payment Plan: (1) (2) If the total delinquent amount is less than two (2) times the annual Assessments for the Owner, the Payment Plan can have a stated term up to six (6) months in length.

If the total delinquent amount is greater than two (2) times but less than three (3) times the annual Assessments for the Owner, the Payment Plan Payment Plan Policy Page 1 of 3 2024 17934 06/27/2024 09:48 AM Page 36 of 38 (3) can have a stated term up to twelve (12) months in length.

If the total delinquent amount is greater than three (3) times the annual Assessments for the Owner, the Payment Plan can have a stated term up to eighteen (18) months in length.

(d) Future Assessments. If an Owner requests a Payment Plan that will extend into the next fiscal period for Assessments, the Owner will be required to pay future Assessments before they become delinquent in addition to the payments specified in the Payment Plan.

(e) Sequential Payment Plans. On request of an Owner, the Association may approve more than one Payment Plan (to be executed in sequence) to assist the Owner in paying the total delinquent amount owed. No individual Payment Plans may exceed eighteen (18) months in length.

4. Date Payment Plan is Active. A Payment Plan becomes effective and is designated as

in paying the total delinquent amount owed. No individual Payment Plans may exceed eighteen (18) months in length.

4. Date Payment Plan is Active. A Payment Plan becomes effective and is designated as "active" after the occurrence of all of the following: (a) the Association's receipt of a fully completed and signed Payment Plan on a form provided by the Association; (b) the Association's acceptance of the Payment Plan, as evidenced by the signature of an officer of the Association; and (c) the Association's receipt of the first payment under the Payment Plan.

5. Fees; Interests. Late fees, penalties, and delinquent collection fees will not be added to an Owner's account while a Payment Plan is active. The Association may impose a fee for administering a Payment Plan. The fee, if any, will be listed on the Payment Plan form and may change from time to time. Interest will continue to accrue on delinquent amounts during the pendency of a Payment Plan as allowed under the Declaration. On request, the Association will provide an estimate of the amount of interest that will accrue under any proposed Payment Plan.

6. Default.

(a) Events of Default. It is considered a default of the Payment Plan if an Owner does any of the following: (1) does not return a signed Payment Plan form with the initial payment; (2) misses a payment due in any calendar month; (3) makes a payment for less than the agreed amount; (4) does not pay future Assessments before becoming delinquent with respect to a Payment Plan that spans additional fiscal periods for Assessments.

Payment Plan Policy Page 2 of 3 2024 17934 06/27/2024 09:48 AM Page 37 of 38 (b) Effect of Default. If an Owner defaults on the terms of the Payment Plan, the

itional fiscal periods for Assessments.

Payment Plan Policy Page 2 of 3 2024 17934 06/27/2024 09:48 AM Page 37 of 38 (b) Effect of Default. If an Owner defaults on the terms of the Payment Plan, the Payment Plan will, at the Association's option, be voided. If a Payment Plan is voided, the Association will provide written notice to the Owner and the full amount owed by the Owner will immediately become due and payable. The Association will resume the process for collecting amounts owed using all remedies available under the Declaration and applicable laws.

(c) Default Waived. In its absolute discretion, the Association may waive default under subsections 6(a)(2), 6(a)(3), and 6(a)(4) if an Owner makes up the missed or short payment in the immediate next calendar month's payment. The Association may provide a courtesy notice to Owner of any missed or short payment.

7. Reinstatement of Voided Plan. In its absolute discretion, the Association may reinstate a voided Payment Plan once during the original term of the Payment Plan, as long as all missed payments are made up at the time the Owner submits a written request for reinstatement.

Payment Plan Policy Page 3 of 3 Recorded On: June 27, 2024 09:48 AM Total Recording: $169.00 " 2024-17934 06/27/2024 9:50 AM Page 38 of 38 Johnson County April Long Johnson County Clerk Instrument Number: 2024 - 17934 eRecording - Real Property Bylaws Number of Pages: 38 Examined and Charged as Follows: Any provision herein which restricts the Sale, Rental or use of the described REAL PROPERTY because of color or race is invalid and unenforceable under federal law.

File Information: Document Number: Receipt Number: 2024 - 17934 20240627000042

le, Rental or use of the described REAL PROPERTY because of color or race is invalid and unenforceable under federal law.

File Information: Document Number: Receipt Number: 2024 - 17934 20240627000042 Recorded Date/Time: June 27, 2024 09:48 AM User: Station: COUNTY JOHNSON Amanda T cc183 Record and Return To: Corporation Service Company COURT COUNTY, TEXAS STATE OF TEXAS COUNTY OF JOHNSON I hereby certify that this Instrument was FILED In the File Number sequence on the date/time printed hereon, and was duly RECORDED in the Official Records of Johnson County, Texas.

April Long Johnson County Clerk Johnson County, TX April Frong