Directors HOA draft UNANIMOUS CONSENT OF DIRECTORS
IN LIEU OF THE ORGANIZATIONAL MEETING OF
THE BOARD OF DIRECTORS OF
ASBURY PLACE HOMEOWNERS ASSOCIATION, INC.
(A NON-PROFIT ASSOCIAIION)
,1995
The undersigned, constituting the initial Board of Directors designated in the Articles of
Incorporation of ASBURY PLACE H O.MEOXX, .'NERS ASSOCIATION. INC. Ithe "Association").
approved by the Secretm?' of State of the State of Texas and on file with the Secreta,-?' of State and
the Association. hereby consent to the adoption of the following resolutions, pursuant to the
provisions of Articles 1396-9.10 of the Texas Non-Profit Corporation Act:
1. Articles of Incorporation.
RESOLVED. tha~ the Articles of Inco.'-porafion of tile Association. ~ filed mid approved by
tile Secretary of State of Tile State" ", ..
. o~ Tex,.s on 1997. are a~roved and
accepted as the .-M-titles of Incorporation hereof.
2. Directors.
RESOLVED, that the undersigned, being the persons named in tile .Articles of Incorporation
as the initial directors, accep'~ appointment to such office and agree to serve as tile directors
of the Association until tile first annual meeting of the members of the Association lille
"Members"l and until their successors shall have been duly elected and qualified, or until
their earlier death, resignation, disqualification or remoYal from office.
3. Minute Book.
RESOLVED, that the Minute Book presented by the Secretary is approved and adopted, and
the Secretar3.' is directed to insert in it the Certificate of Incorporation. the Articles of
Incorporation. the Bylaws. a cop>' of the Declaration of Covenants. Conditions and
Restrictions for Asbuu' Place. Coppell. Texas. as filed in the office of the County Clerk of
Dallas CounD'. Texas. and all minutes of meetings of the Board of Directors and committees
thereof and of the Members of the Association.
4. Byla~,'s.
RESOLVED.that the Bylaws in the fom~ inserted by ~he Secreta.,-,- in the corporate Minute
Book are adopted as the Bylaws of the Association.
5. Seal.
RESOLVED. that the corporate seal is approved and adopted.
6. Officers.
RESOLVED.:hat the following persons are elected to the office or offices set forth below
opposite their nnmes, to sen'e until the first annual meeting of the Board and until their
successors shall have been duly elected and qualified, or until their death, resignation.
disqualification or removal from office.
Nai~e OFfice
President
Secreta,'3.' and Treasurer
7. Fiscal Year.
RESOLVED.flint the fiscal year of the Association shall begin on the first day of January
mid end on the l~t day of December in each >'ear: and that the proper officers are amhofized.
empowered and directed, on behalf of tile Association to keep the books of account and
financial records of the Association in accordance with such fiscal 3'ear.
8. Depositor3.' Resolutions.
RESOLVED.that a regular bank account in the name of the Association be opened in such
depositories as the executive officers of the Association shall from time to time designate.
wherein may be deposited any of the funds of the Association and from which withdrawals
are hereby authorized in the name of the Association by the signature of any one ( 1 ) of the
executive officers or any person designated in writing by tile executive officers.
RESOLVED FURTHER. that the Secretary or an Assistant Secretary. if any are appointed.
are authorized and directed to certify to such bank resolutions authorizing the opening of
such bank accounts in such form as said bank may customarily require, and any such
resolutions shall be deemed to be copied in these minutes as if set forth herein in full.
9. Incorporation Expenses.
RESOLVED. that tile Treasurer is authorized and directed to pay out of the funds of the
Associatio,: all fees mid expenses incurred incidental and necessary to the organization of the
Association.
10. Enabling Authorization.
RESOLVED. that tile officers are authorized and empowered in the name of. and on behalf
oi: the Association. fi'om time to time to do. negotiate, or renegotiate any and all matters in
connection with. or ca'~:se to be done all acts or things, and to execute and deliver all
instruments and documents, as shall be necessary, desirable or appropriate to carry out
purposes and intents of the foregoing resolutions, and any modifications, amendments or
rearrangements thereof, as tile.',' deem to be in the best imerest of the Association.
EXECUTED to be effective as of the date first above written.
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