S44—-3o- 44668 Section 1, Section 1, tees. The initial Board of Trustees. of this Corporan BY~LAWS OF oe “ARTICLE I. a The principal office of this corporation shall be.
“located at Houston, Texas, “ARTICLE. ‘aI, unti1 January 1, _ 1966, the business and affairs of this. corporation shall be. run by a Board of three Trus- "ston shall be E, , “MeMi11an, E, B, - Ramsey: and. W.-E, . Daniels ‘and these ‘three Trustees shall serve until January. 1, 1966, ‘unless’ all three initial Trustees resign’ prior’ to: ‘that | ‘time? “In case: of the resignation, ‘ death, or’ incapacity. to. serve of any one of said” -Anitial. Trustees, the two temaining Trustees may.
appoint a Substitute Trustee to serve the remainder of said period. iy the case of the resignation, “death, “0 incapacity to. serve. of more ; than. one of bata initial.
“Trustees; then the emaining Tristees may appoint. BUb~ .
.- stitute Trustees: to ‘serve. the remainder of. the said ‘period... ‘The affairs of ‘this: corporation ‘shall be run by the - ‘three initial ‘Trustees and: the substitute “Trustees, in the event that it: ts necessary to appoint » any substitute ‘Trustees, until January, 4, 1966. The — a oh S4a4i—-a9_186 3 ‘Section i.
‘Secretar Rnsiase aah elect a President, Vieg-President, and “from among their members. fhe Trustees shall “elect other. officers if- ‘they deem it advisable.
ARTICLE ‘It, After January 1, 1966, the members of this corporation "shall be the owners of the lots in the subdivision called Wilchester, | Section One (1), an addition in Houston, Harris County, Texas. in ‘the event that alot — dn the said. subdivision ds owned. ‘Dy. a corporation, then .
an officer of. that corporation shall be a member. . A
on One (1), an addition in Houston, Harris County, Texas. in ‘the event that alot — dn the said. subdivision ds owned. ‘Dy. a corporation, then .
an officer of. that corporation shall be a member. . A - member ‘shall ‘be entitled to. one. vote. for each. lot ‘owned’ | in the - said subdivision at any meeting of the menbers.
“An annual meeting of the members shall be held at. 8: 00 P. M, on-the end day of ‘January in each year at the ‘prin cipal. office of the corporation, provided, however, that — , when such day shall fall upon a Sunday or legal holiday, ° the meeting . shall be’ held. on the: next succeeding business day. At such meeting, the members shall elect three .
“Trustees” to serve until their successors shall be elected a and ‘qualified. . “The first meeting of the. members shall .
‘be hed on January 2,1 1966. Trustees shall be elected for a term of one year ‘but a Trustee can be removed prior» ‘to that time at a special meeting ‘of the members. by amajority: vote of the members present, provided a’ quorum is present. ‘the, affairs ‘and business of this corporation ae Section 2, Section 3; shall’ be run by the ‘Trustees.
A special meeting. of the members may be. called at any time by. the President, and in his absence, by the Vice~ ‘Presigent, or: “by the Trustees. It shall be: the duty of ~ the Trustees, President or. Vice-President to call such meeting whenever’ 50 requested by | at teast 60% of ‘the members.
Notice of the time and ‘Place of all annual and special meetings shall. ‘be. mailed by the Secretary to each .member at least fifteen (35), days,” put. not more than fifty ’ Section 4, ' Section 5. (50) days; ‘prior to. the date of the ‘said meeting.
The President, or ‘in his absence, ‘the Vice-President i
ember at least fifteen (35), days,” put. not more than fifty ’ Section 4, ' Section 5. (50) days; ‘prior to. the date of the ‘said meeting.
The President, or ‘in his absence, ‘the Vice-President i shall act as Chairman. at all such meetings, and’ the "Secretary. of the corporation shall. act as Secretary of these meetings. ‘Tn ‘the event’ the Secretary of the corp= * ovation. 4 is not available,’ then the Chairman ‘shall appoint .
a Secretary for the meeting.
At every auch riee ting, each member shall be ‘entitled to cast one vote. for each -lot owned by him (or owned by a‘corporation of: which he is an officer) ‘in’ the said sub‘division, iwhich vote: may be cast by him either in per~ gon or proxy. “all matters, ‘except those pertaining tO the’ manner. of deciding which is especially regulated “by Laws, . shall: be ‘decided by the. ‘vote of, a majority , in ine = 3.
a Section 6, Wy .
‘ a Section 7.
| .
th f | 4 y .
ii Section 1, ~ deem ~2ction 2, Section 3..
terest of the lots in the said subdivision present at such meeting, provided a: quorum of such members. be present, ALL proxies. shall be in writing and shall. be . filed with the Secretary and by him entered of record din. the: Minutes of the Meeting.
A quorum for the- transaction of business at any such meeting shall consist of a number of members represent~ ing at least (10% of the’ members of this corporation; "but the members. present at any such meeting though less than: a quorum, may recess the meeting to. a future time, “The: members ‘shall have’ power by a majority vote of each ‘lot owned at such meeting to remove any Trustee or officer from office, ARTICLE. IV.
. The business and property of the corporation Shall be -
e: members ‘shall have’ power by a majority vote of each ‘lot owned at such meeting to remove any Trustee or officer from office, ARTICLE. IV.
. The business and property of the corporation Shall be managed by a Board of three Trustees who shall be elected the election. of Trustees, such election shall be. by - ballot provided request for such: election 4s made by as many as ten members, Trustees shall. serve for a term of one year or until "their successors ‘in office have been elected, The regular meeting of the ‘Trustees shall be held Anmediately. after the ad journnent: of each annual members !
_ meeting, p> S4i-3So- 2872 Section 4, Section 5.
Section 6, Section 7, Section 8.
Oo.) 0 Special - meetings. of the Board of Trustees may be called by the President or, in his absence, by the Vice-President or by any ‘two members of the Board, ‘By unanimous . “consent: ‘of the ‘Trustees, special meetings of the Board may be held without notice at any’ ‘time and place, Notice or. all ‘regular and. special meetings, except those “specified in the above Section 4 of this Article, shall -be | mailed to each Trustee by the Sécretary at least five (5) days previous to the time fixed for the meeting. - All notices for special meetings shall ‘State the purpose there~ of, i A quorum for the: transaction of business. at any’ regular or special meeting of the Trustees shall consist of a - Majority of the nembers of the Board. The act of a majority of the ‘Trustees present shall be the act of. the Board of Trustees - “provided a quorum. is present.
The Trustees shall elect. the (Officers of the corporation, Such’ election shall be held at the ‘Trustees! meeting following each annual Members ' nesting. “An. Officer may
vided a quorum. is present.
The Trustees shall elect. the (Officers of the corporation, Such’ election shall be held at the ‘Trustees! meeting following each annual Members ' nesting. “An. Officer may “be removed ‘at any time by. a majority vote of the Board of Trustees, Any Trustee of the: corporation: may . resign at any time by giving written notice ‘to the President or to the Secretary of the corporation, Such resignation shall take ; effect at ‘the. date . of. the ‘receipt of such h notice, or at ie 2) any later time specified therein, and, unless otherwise specified herein, the acceptance of such resignation . shall not be’ necessary to make it effective. Any or “alls Trustees, may be vemoved at any time by appropriate | resolution adopted at the regular or.a special meeting Section 9.
of the Members, by the Members owning a majority of the ‘lots in the ‘said’ subdivision.
Im case any vacancy’ ‘shall exist dn. the Board of ‘Trustees ‘because of death, “resignation, removal, disqualification, or any other cause, the. Meinbers ,. at any” regular or bers owning a majority of the lots in said subdivision.
“Prustees may elect: a ‘Trustee to faa any vacancy which may arise, which said election shall be effective until .— 7 the next meeting, ‘either regular or ‘special, of the Section 10, ‘Members.
At each annual Members? “meeting, the Trustees shall submit a’ statement of the. receipts and expenditures dur- _ ing the preceding year, together with a report of the’ "general financial condition of. the corporation, and of Section 11.
the condition: of” its tangible ‘property.
receipts and expenditures dur- _ ing the preceding year, together with a report of the’ "general financial condition of. the corporation, and of Section 11.
the condition: of” its tangible ‘property.
At all meetings of the Board of. Trustees, the President, _ Ory. in-his absence, the Vice- President shall act as ‘chademan, and. the Secretary of the corporation shall act 6 5344-39167 4 Section le Section 2, tion is not: present, then the Chadyman shall appoint a Secretary for the meeting, “a. ARTICLE Vv.
‘The Officers of the corporation Shall be such of the following Officers as the’ Trustees may, in their judgment, ‘determine to elect, “and ‘the Board, of Trustées may change the umber’ of. the officers, as well as the, Officers.
. elected. ‘from. time to time: Chairman ‘of ‘the Board; - President; .. ..
; Vice-Presidents, in the number desired by the Board; . Secretary; cos Assistant Secretaries, in the nunber desired by the _- Board; -- .
“Treasurer; | Such other Officers and Assistant. Officers as the Board of Trustees may desire, Any two or more offices may be held by the same person except. that the ‘President and Seeretary shall not be the .. Same person, . Section 3.The Officers of the corporation shall be elected by the : . Board of Trustees, ‘and ‘such election shall be by the najority of the entire: Board. . All Officers ‘shall hold _ offices only during. ‘the pleasure. of. the Board of ‘Trustees.
' Each Officer shalt. continue. in office until. his’ successor Section 4, “shall have been duly elected and qualified in his stead, or untdl he shall resign, or shall be removed by the.
Board. of ‘Trustees.
Any Officer may resign at any ‘time by giving written S44—-239-a1975
shall have been duly elected and qualified in his stead, or untdl he shall resign, or shall be removed by the.
Board. of ‘Trustees.
Any Officer may resign at any ‘time by giving written S44—-239-a1975 “thon. Such: resignation shall take effect at the date of the receipt of such notice, or at any later time speci~ , ‘Phed therein, andy unless otherwise ‘specified herein, the: _ acceptance: of such resignation shall not be necessary to Section 5, : make 16 effective...
7" vacancy in any office because of death, resignation, removal, disqualification, or any. other cause, shall be _ filled in the same’ manner prescribed in the By-Laws for ’ “pegular appointments or elections ‘to “such office, .
Section 6, The President ‘shall. preside at all meetings of the Board. | of Trustees: and Members and shall perform all duties incidental to the of fice of President, together with such . other duties as he ‘may from ‘time: to time. be authorized to | . perform by the- Board of Trustees, ‘ Section Te At the request of the President ‘or in his absence or dis- _ ability, the. Vice-President shall perform all of the du-~ ties of ‘the President, together with any other duties which. he may ‘be, from time, to times authorized to perform by the Board of Trustees.
Section 8, The Secretary shall issue notices of all Trustees! and : Members “meetings, and shall. attend and keep the minutes of the sane shall have charge of - all corporate books, . records and papers; shall, be custodian of the Corporate ‘Seal; ‘shall attest with his signature and impress with the Corporate Seal all written contracts | ‘of the corporation; ~BSection 9, Section 1.
Section 1,°-
stodian of the Corporate ‘Seal; ‘shall attest with his signature and impress with the Corporate Seal all written contracts | ‘of the corporation; ~BSection 9, Section 1.
Section 1,°and. shall perform all’ ‘such other duties are are incidental to his. office, ‘The Treasurer shall have custoay” of all money and securi« ties, of the corporation, He: shall keep. regular books of account and shall submit then, together with all his.
vouchers, receipts, records and other | papers, to the ‘Trustees. for ‘their examination and approval as often as they may require, - “and | shall perform all ‘such other duties as are incidental. to his office.
ARTICLE vr.
The funds of the corporation shall be. deposited in such bank or trust company as - ‘the Trustees may designate.
Amendments to these By-Laws. may be made, by a vote of the members: Tepresenting a majority of the lots in said - subdivision at any annua] ‘Menbers! meeting; or at any special Members ' meeting, when the proposed amendment: - has been Set ‘out in the notice of such meeting.
Section 2, Notwithstanding any of ‘the other provisions of these ‘By-_ . Laws, an Officer of a corporation. owning one or more ’ lots in said subdivision shall be a member of this corp“oration and | he shall -be entitled to one vote for each lot owned: by the said corporation.
ty IN WITNESS WHERE( ) WE HAVE HEREUNTO SraNED Ck NAMES AS.
_ TRUSTEES OF WILGHESTER OWNERS COMMITTEE ON. THIS THE - 15 OF NOVEMBER, 1961. — , E.G, MeMiiian -10-