Castlebury Ct/FP-CS 990505 (2) CASTLEBURY HOMEOWNERS' ASSOCIATION, INC.
WRITTEN CONSENT OF DIRECTORS
IN LIEU OF ORGANIZATIONAL MEETING
We, the undersigned, being the initial directors of Castlebury Homeowners' Association,
Inc., a Texas non-profit corporation (the "Corporation") named in the Articles of Incorporation of
the Corporation, pursuant to the authority granted in section 9.10 of the Texas Non-Profit
Corporation Act, hereby execute this Unanimous Consent for the purpose of adopting the
following resolutions of the Board of Directors of the Corporation, to the same extent and to
have the same force and effect as a unanimous vote of all of the Directors of the Corporation at a
formal organizational meeting of the Board of Directors duly called and held for the purpose of
acting upon proposals to adopt such resolutions:
RESOLVED, that the Articles of Incorporation of the Corporation, as filed with Secretary
of State of the State of Texas, be and they hereby are, confirmed, approved and adopted as the
Articles of Incorporation of the Corporation; and that the Secretary of the Corporation be, and
hereby is. directed to cause a copy of the Articles of Incorporation to be inserted in the minute
book of the Corporation.
RESOLVED, that the Bylaws submitted to each Director of the Corporation be, and the
same hereby are, adopted for and as the Bylaws of the Corporation, to govern the conduct of the
Corporation's affairs; and that the Secretary of the Corporation be, and hereby is, instructed and
directed to insert a copy of said Bylaws in the minute book of the Corporation.
RESOLVED, that the following named persons be. and they hereby are, elected to the
offices of the Corporation set opposite their respective names, to serve until the next annual
election of officers of the Corporation, or until the election and qualification of their respective
successors, such persons and their respective offices being as follows:
Name Office
Fred Phillips President
Tim Litinas Vice President/Treasurer
Mark Gaines Secretary
RESOLVED, that the President ancL~or Vice President of the Corporation be, and he
hereby is, authorized and empowered to execute and file on behalf of the Corporation the
following documents: Internal Revenue Service Form 1023, Application for Recognition of
Exemption; and any other documents relating thereto or deemed necessaD, or appropriate in
connection with such documents.
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RESOLVED, that the fiscal year of the Corporation shall begin on the first day of January
and end on the last day of December in each year other than the first year of the Corporation and
the year of its termination; and that the proper officers of the Corporation are authorized,
empowered and directed, on behalf of the Corporation to keep the books of account and financial
records of the Corporation in accordance with such fiscal year.
RESOLVED, that the President and/or Vice President of the Corporation be, and hereby
is, authorized and empowered to open such bank accounts as the President determines to be
necessary.
RESOLVED FURTHER, that the officers of the Corporation be, and they hereby are,
authorized, empowered and directed, for and on behalf and in the name of the Corporation, to do
and perform such acts and deeds and to execute and deliver such instruments and documents as
may be necessaD' to carry out and comply with the terms and provisions of these resolutions.
EXECUTED in multiple counterparts, each of which shall be deemed an original, as of
the last date written below.
Executed as of ,1999
Fred Phillips
Executed as of ,1999
Tim Litinas
Executed as of ,1999
Mark Gaines
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