Enclaves/FP-CS 950317KASHIR & KRAGE, L.L.P.
ATTORNEYS AND COUNSELORS AT LAW
200~ BrYAn tOWER
SUITE 2?O0
DAllaS, TEXAS 75201-3059
214/969-7 500
March 17, 1995
TELECOPIER
HAND DELIVERED
Robert L. Dillard, III, Esq.
Nichols, Jackson, Dillard, Hager
& Smith, L.L.P.
1800 Lincoln Plaza
500 North Akard Street
Dallas, Texas 75201
Re:
The Enclaves on the Parkway, a proposed addition to
the City of Coppe11, Dallas Count'v, Texas
Dear Mr. Dillard:
In connection with the development of The Enclaves on the Park-
way and the formation and organization of the Homeowners' Association
of The Enclaves on the Parkway, Inc., you will find enclosed herewith
copies of the following documents:
(1)
Articles of Incorporation of Homeowners' Asso-
ciation of The Enclaves on the Parkway, Inc. that
were filed with the Secretary of State of Texas on
March 16, 1995;
(9.)
Certificate of Incorporation of Homeowners'
Association of The Enclaves on the Parkway, Inc.
that was issued by the Secretary of State of
Texas on March 16, 1995; and
(3)
Bylaws of Homeowners' Association of The
Enclaves on the Parkway, Inc. that were adopted
by the Board of Directors.
KASMIR & KRage, L.L.P.
Robert L. Dillard, III, Esq.
March 17, 1995
Page 2
Please call me if you need any additional documents or information
with respect to the Homeowners' Association of The Enclaves on the
Parkway, Inc.
Very truly yours,
Cyril D. Kasmir
CDK/dgh
Enclosures
CC:
Mr. David R. Blom
President
WPC - Parkway Development Corporation
(Via telecopier to 278-8187
[without enclosures] and regular mail
[with enclosures])
Mr. Jim Witt
City Manager
City of Coppell
(Via regular mail)
(With enclosures)
William A. Anderson, P.E.
· Dowdey, Anderson and Associates, Inc.
(Via regular mail)
(With enclosures)
ws3\1203
ARTICLI~ OF INCORPOltATION
OF-
HOMEOWNERS' ASSOCIATION OF
THE ENCLAVE~ ON THE PARKWAY, INC.
FILED
In the Office of the
Secretary of Stere of Texas
M~ 1 6 ~995
Corporations Section
I, the undersigned natural person of the age of eighteen (18) years
or more, acting as an incorporator of a corporation under the Texas Non-
Profit Corporation Act, do hereby adopt the following Articles of Incorpo-
ration for said corporation:
ARTICLE ONE
NAME
The name of the Corporation is HOMEOWNERS' ASSOCIATION OF
THE ENCLAVES ON THE PARKWAY, INC. {hereinafter called the
"Association").
ARTICLE TWO
NON-PROFIT CORPORATION
The Association is a non-profit corporation.
ARTICLE THREE
DURATION
The period of the Association's duration is perpetual.
ARTICLES OF INCORPORATION OF
HOMEOWNERS' ASSOCIATION OF
THE ENCLAVES ON THE PARKWAY, INC. - Page I of 9 Pages
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5~Ni ~: 0-1~-35 ; 14:5~ : ~ORD ~ ~RAR~- KA$~IR & KRAG~;; 4/11
ARTICLE FOUR
PURPOSES
The purposes for which the Association is organized are as follows:
(1)
Providing for the continuous and perpetual
operation, maintenance and repair of landscape
systems, features and elements, landscape irri-
gation systems, screening walls, fences, subdi-
vision entryway features and all other physical
facilities and grounds that are to be installed
and/or constructed by WPC - Parkway Develop-
ment Corporation {hereinafter called the "Declar-
..a~..t") in (a) the areas that are designated as
Common Area 1 (Lot C-l), Common Area 2 (Lot
C-2), Common Area 3 (Lot C-3), (b) all above-
ground improvements in the 20' wide Access and
Landscape Easement and (c} the portion of
Lot 22 in Block A that is designated to be main-
rained by the Homeowners' Association on the
Final Plat depicting The Enclaves on the Park-
way, an addition to the City of Coppell, Dallas
County, Texas (hereinafter called the "Addition"),
as approved by the City Council of the City of
Coppell, Texas, for recording in the Map Records
of Dallas County, Texas, as the same may be
amended from time to time (hereinafter called
the "Final Plat"); and
(2)
Perform all of the Association's duties and obli-
gations under that certain Development and
Maintenance Agreement that will be entcred into
by and among the Declarant, Parkway/Coppell
Property Corporation (the owner of an adjacent
tract), the City of Coppell, Texas and the
Association.
All of the areas that are to be dedicated to and/or maintained by
the Association a.re hereinafter collectively called the "Common Areas".
ARTICLES OF INCORPORATION OF
HOM]~OWNERS' ASSOCIATION OF
THE ENCLAVES ON THI~.. PARKWAY, INC. - Page 2 of 9 Pages
CDK-w~3\892-03/02/95-03:18 PM
ARTICLE FIVE
POWERS
In order to accomplish its purposes, the Association shall have the
authoriW to take any action that t. he Association deems to be necessary,
appropriate or convenient including, but not limited to, the following
powers:
Exercise all of the powers and privileges and
perform all of the duties and obligations of t_he
Association that ~re set forth in the Declaration
of Covenants, Conditions and Restrictions for
The Enclaves on the Parkway which will be filed
in the Deed Records of Dallas County, Texas, as
the Declaration may be amended from time to
time (hereinafter called t. he "Declaration"), which
Decla~a~on is incorporated herein for all
purposes;
Fix, levy, collect and enforce payment by any
lawful means of all assessments and charges
pursuant to the Declaration; to pay all expenses
in connection therewith and a. ll office and other
expenses incident to the performance of the
purposes of the Association, including all taxes
or assessments which may be levied or imposed
against the property that is owned by the Asso-
ciation, if any;
(3)
Purchase, receive, lease or otherwise acquire,
own, hold, improve, use, build upon, operate,
maintain, convey, sell, lease, transfer, dedicate
for public use or otherwise dispose of real or
personal property i~ connection with the pur-
poses of the Association subject to the limita-
tions that are .~et forth in the Decla~ation;
(4)
Borrow money and mortgage, pledge or hypothe-
cate any or all of its real or personal property as
security for money borrowed or debts incurred;
ARTICLES OF INCORPORATION OF
HOMEOWNERS' ASSOCIATION OF
THE ENCLAVES ON THE PARKWAY,, INC. - Page 3 of 9 Pages
CDK-=~3\8~2-03/02/95-03:18 PM
(5)
(6)
(7)
(8)
Provide general sanitation, cleanliness, mainte-
nance and upkeep of the Common Areas pursu-
ant to the Declaration;
Enter into and perform contracts and exercise
all powers which may be necessary or conven-
ient to the operation, management, maintenance
and administration of the affairs of the Associa-
tion in accordance with the Declaration;
Promote the health, safer7 and welfare of the
residents within the Add/t/on; and
Have and exercise any and all powers, fights
and privileges which a corporation organized
and existing under the Texas Non-Profit Corpo-
rat/on Act may now or hereafter have or exercise.
ARTICLE SIX
RESTRICTIONS AND REQUIREMENTS
The Association is a non-profit corporation which has been organ-
ized and shall be operated solely and exclusively for the purposes that
are specificd in Article Four. No part of the Association's property or
earnings shall ever inure (other than by acquiring, constructing or
providing management, maintenance and care of the Association's prop-
erty and other than by a rebate of excess membership dues, fees or
assessments} to the benefit of any Member, Director, Officer or employee
of the Association. No Member, Director, Officer or employee sba!_! ever
receive or be lawfully entitled to receive any profit from the operations of
the Association. ,
The Association shall not pay or distribute any dividends or other
income to its Members, Directors or Officers or otherwise accrue dis-
tributable pmflts or permit the realization of private I/aim The Associa-
AI~ICLES OF INCORPORATION OF
HOMt~O, WNERS° ASSOCIATION OF
THE ENCLAVES ON THE PARKWAY, INC. -
Page 4 of 9 Pages
CDK-w&3\8~2.03/02/95-03; 18 PM
tion shall have no power to take any action that is prohibited by the
Texas Non-Profit Corporation Act. The Association shall not have the
power to engage in any activities that a~e not in furtherance of the pur-
poses that are specified in Article Four. Nothing herein shall prevent the
payment to its Members, Directors and Officers of reasonable compensa-
tion for services rendered and the reimbursement to its Members, Direc-
tors and Officers of reasonable expenses that are incurred in connection
with the Association's affairs.
The Association shall have no power to m_ke any action that would
violate the requirements for a tax exemption under Internal Revenue
Code Section 528 and the related regulations, rulings and procedures.
ARTICLE SEVEN
MEMBERSHIP
Each person and/or entity who owns a fee or undivided fee interest
in a lot which is a part of the Addition, including homebuilders and
contract sellers, shall be a Member of the Association. The foregoing is
not intended to include persons or entities who hold an interest in a lot
merely as security for the perfoxmancc of an obligation; provided, how-
ever, that the purchaser at a foreclosure sale or trustee's ~ale shall be a
Member of the Association. Membership shall be appurtenant to and
shall not be separated from ownership of any lot which is a part of the
Addition.
ARTICLES OF INCORPORATION OF
HOMEOWNERS' ASSOCIATION OF
THE ENCLAVES ON THE PARKWAY, INC. - Page 5 of 9 Pages
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~L.~I ~1; o-iO-U~ , ig. Ui ~UKD ~ rLKKAKV- R~IK & RKAOL.~ O/ii
ARTICLE EIGHT
VOTING RIGHTS
The Association shall have the following two (2) classes of voting
membership to be designated, respectively, as Class A and Class B:
Class A. The Class A Members shall be all lot owners, with the
exception of the Declarant (until conversion of the Declarant's Class E1
Membership into the Class A Membership as hereinafter provided), and
shall be entitled to one (1) vote for each lot owned. When more than one
person owns an interest in any lot, all such persons shall be Members of
the Association, but the vote for such lot shall be exercised as the owners
of the particular lot shall among themselves deterrcdne. In no event shall
more than one (1) vote be cast with respect to any lot. A Class A Member
shall not be entitled to vote on any matter in the event that the Class A
Member is delinquent in the payment of any assessment.
Class B. The Class B Member shall be the Declarant which shall be
entitled to three (3) votes for each lot that it owns. The Class B Member-
ship shall cease and be converted to Class A Membership on the happen-
lng of either of the following events, whichever first occurs:
(1) Thirty (30) days after the tot~l votes outstanding
in the Class A Membership with respect to the
entire Addition equal or exceed the total votes
outstanding in the Class B Membership; or
(2) Ten (10) years following the earliest date upon
which ownership of any lot becomes vested in a
person other than the Declarant.
ARTICLES OF INCORPORATION OF
HOMEOWNERS' ASSOCIATION OF
THE ENCLAVES ON THE PARKWAY. INC.
- Page 6 of 9 Pages
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ARTICLE NINE
INITIAL R]$GISTERED OFFICE AND AGENT
The street address of the initial Registered Office of the Association
is 2001 Bryan. Tower, Suite 2700 in Dallas, Dallas Court .fy, Texas 75201-
3059. The name of the Association's initial Registered Agent at that
address is Cyril D. Kasmir.
ARTICLE TEN
BOARD OF DIRECTORS
The affairs of the Association ~hall be managed by. the Board of
Directors. The qumliScation$, manner of selection, duties, terms and
other matters relating to the Board of Directors shall be provided in thc
Bylaws of the Association.
The number of Directors of the Association shall be fixed by the
Bylaws of the Association but shall not bc less than the numl~r that axe
required by dae Texas Non-Profit Corporation Act. The initial Board of
Directors of the Association shall consist of three (31 persons. The names
and addresses of the persons who shah serve as the initial Directors of
the Association are as follows:
Name
(1) David R. Blom
{2) W. A, Barney
(3) Nancy D. Robbins
Address
3960 Broadway-Suite 125
Garland, Texas 75043
3960 Broadway-Suite 125
Garland, Texas 75043
3960 Broadway-Suite 125
Garland, Texas 75043
ARTICLES OF INCORPORATION OF
HOMEOWNERS' ASSOCIATION OF
THE I~NCLAVES ON THE PARKWAY, INC. - Page 7 of 9 Pages
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ARTICLE ELEVEN
NO CUMULATIVE VOTING
Members shall not be able to cumulate their votes in the election of
Directors.
ARTICLE TWELVE
INCORPORATOR
The name and address of the Incorporator are as follows:
Cyril D. Kasmir
2001 Bryan Tower
Suite 2700
Dallas, Dallas County,
Texas 75201-3059
ARTICLE THIRTEEN
LIMITATION ON LIABILITY OF DIRECTORS
No Director shall be l/able to the Association or its Members for
monetary damages for an act or omission in the Director's capacity as a
Director except to t. he extent otherw/$e Provided by a statute of the State
of Texas.
ARTICLE FOURTI$I/;N
INDEMNIFICATION
The A$~ocia~on shall indemnify a person who was, is or is threat-
ened to be made a named defendant or respondent in litigation or other
proceedings because the person is or was a Director, Officer, employee or
agent of the Association as provided in the Bylaws of thc ANnunciation.
ARTICLES OF INCORPORATION OF
HOMEOWNERS' ASSOCIATION. OF
THE ENCLAVES ON THE PARKWAY, INC. - Page 8 of 9 Pages
CDK-ws3 \ 892-03 / 02 / 95-03 :18 PM
IN WITNESS WHEREOF, I have hereunto set my hand on this the
/]f/~day of March, 1995.
INCORPOI~TOR
AKq'ICLES OF INCORPORATION OF
HOMEOWNERS' ASSOCIATION OF
THE ENCLAVES ON THE PARKWAy, INC. - Page 9 of 9 Pages
CDK.w'~3 \ 892--03 / O'2 /95-03: ~.8 PM