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ARTCLES OF INCORPORATION OF CHESAPEAKE VILLAS OWNERS ASSOCIATION INCORPORATED I . .~ ~~.' .' !,. I I ZJ5 ARTICLES OF INCORPORATION OF CHESAPEAKE VILLAS OWNERS ASSOCIATION, INC. A Corporation Not For Profit In compliance with the requirements of the laws of the State of Florida, the undersigned, all of whom are residents of Pinellas County, Florida, competent to contract and all of whom are of full age, have this day voluntarily associated themselves together for the purpose of forming a corporation not for profit and do hereby certify: ART I eLE I The name of the Corporation is CHESAPEAKE VILLAS OWNERS ASSOCIATION~ INC., hereinafter called the "Association". ARTICLE I I The principal office of the Association is located at 112 South Osceola Avenue, City of Clearwater, Pinellas County, Florida. ARTICLE II I Richard L. Stewart, whose address is Suite 307, 314 South Missouri Avenue, Clearwat~r, Florida 33516, is hereby appointed the initial registered agent of this Association for service of process. ART ICLE IV PURPOSE AND POWERS OF THE ASSOCIATION This Association does not contemplate pecuniary gain or profit to the members thereof, and the specific purposes for which it is formed are to provide for exterior maintenance, preservation and architectural contro of the residence lots and common area within that certain tract of propert: described. as; The N 1/2 of the N 1/2 of .theSW .1/4 of the NW 1/4 of the NW 1/4 and the S 1/2 of the S 1/2 of the NW 1/4 of the NW 1/4 of the NW 1/4 of Section 16, Township 29 South, Range 16 East, Pinellas County, Florida, and part of the E 1/2 of the NW 1/4 of the NW 1/4 of Section 16, Township 09 South, Range 16 East, Pinel1as County, Florida, described as follows: Begin at the SE corner of the NW 1/4 of ~he NW 1/4 and run thence N 0037'03" E along the 40 acre line, 730.35 for P.D.B.; thence continue N 0037'03" E, 95.0 feet; thence N 89027'56"W, 669.05 feet; thence S 0037'03" W, 495.21 feet; thence S S'9027'56"E, 469.05 feet; thence N 0037'03"E, 400.21 feet; thence S S9027'56"E, 200.0 feet to P.D.B., Less the East 33.0 feet for road right of way. - JI- 05&:,- to--Qc?- (j) ~ -r<! ~... . . " I I and to promote the health, safety and welfare of the residents within the abovedescribed property and any additions thereto as may hereafter be brought within the jurisdiction of this Association for this purpose to: (a) exercise all of the powers and privileges and to pe~form all of the duties and obligations of the association as set forth in that certain Declaration of Covenants, Conditions and Restrictions, herein- after called the "Declaration", applicable to the property and recorded or to be recorded in the office of the Clerk of the Circuit Court, Pinellas County, Florida and as the same may be amended from time to time as therein provided, said Declaration being incorporated herein as if.set forth at length; (b) fix, levy collect and enforce payment by any lawful means, all charges or assessments pursuant to the terms of the Declaration; to pay all expenses in connection therewith and all office and other expenses incident to the conduct of the business of the Association, including all .licenses, taxes or governmental charges levied or imposed against the property of the Association; (c) acquire l y gift, purchase or otherwise), own, hold, improve, build upon, operate, maintain, convey, sell, lease, transfer, dedicate for public use or otherwise dispose of real or personal property in connection with the affairs of the Association; (d) borrow money, and with the assent of two-thirds of each class of members mortgage, pledge, deed in trust, or hypothecate any or all of its real or personal property as security for money borrowed or debts incurred; (e) dedicate, sell or transfer all or any part of the Conunon Area to any public agency, authority, or utility for such purposes and subject to such conditions as may be agreed to by the members. No such dedication or transfer shall be effective unless an instrument has been signed by two-thirds (2/3) of each class of members, agreeing to such dedication, sale or transfer; (f) participate in mergers and consolidations with other non-profit corporations organized for the same purposes or annex additional residential property and Common Area, provided that any such merger, - 2 - ~ ~ I I \ \ \ consolidation or annexation shall have the assent of two-thirds (2/3) of each class of members; (g) have and to exercise any and all powers, rights and privileges which a corporation organized under the Non-Profit Corporation Law of the State of Florida by law may now or hereafter have or exercise. NAME ARTICLE V SUBSCRIBERS The names and residences of the Subscribers are as follows: RESIDENCE Lee L. Barbee William G. Blackburn H. Everett Hougen Merrett R. Stierheim Paul M. Wade Richard D. Wachtler Joseph L. Carwise Richard L. Stewart Jeffrey E. Butler 1411 Pinebrook Drive, Clearwater, Florida 1581 Oak Lane, Clearwater, Florida 827 Manda1ay Avenue, Clearwater, Florida 1391 Williams Court, Clearwater, Florida 1540 Erim Lane, Clearwater, Florida 1965 Magnolia, Clearwater, Florida 1255 Palmetto, Clearwater, Florida 1389 Hibiscus Lane , Clearwater, Florida 1801 Gladys Street, Largo, Florida ART rCLE VI MEMBERSHIP Every person or entity who isa record owner of a fee or undivided fee interest in any Lot which is subject by covenants of record to assess- ment by the Association, including contract sellers, shall be a member of the Association. The foregoing is not intended to include persons or entities who hold an interest merely as security for the performance of an obligation. Membership shall be appurtenant to and may not be separate< from ownership of any Lot which is subject to assessment by the AssociatiOl .. . ARTICLE VI I VOTING RIGHTS The Associatioll _1... ~, .. ::>ua..1..i. ha1re ,t"JO classAs of voting membership: .Class A. Class A members . shall be all Owners with the exception of the Declarant and shall be entitled to one vote for each Lot owned. When more than one person hold an interest in any Lot, all such persons shall , be members. The vote for such Lot shall be exercised as they among them- selves determine, but in no event shall more than one vote be cast with respect to any Lot. - 3 - .~ '~~ - . ..;,' I I Glass B. The ClassB. member(s) shall be the Declarant (as defined in the Declaration), and shall be entitled to three (3) votes for each Lot owned. The Class B membership shall cease and be converted to Class A membership on the happening of either of the following events,.whichever occurs earlier: (a) when the total votes outstanding in the Class A membership equal the total votes outstanding in the Class B. Membership; or (b) on March 1, 1974. ARTICLE VII I BOARD OF DIRECTORS The affairs of this Association shall be managed by a Board of nine (9) Directors, who need not be members of the Association. The number of directors may be changed by amendment of the By-Laws of the Association. The names and addresses of the persons who are to act in the capacity of directors until the selection of their successors are: NAME Lee L. Barb ee William G. Blackburn H. Everett Hougen Merrett R. Stierheim Paul M. Wade Richard D. Wachtler Joseph L. Carwise Richard L. Stewart Jeffrey E. Butler ADDRESS 1411 Pinebrook Drive, Clearwater, Florida 1581 Oak Lane, Clearwater, Florida 827 Mandalay Avenue, Clearwater, Florida ~39l Williams Court, Clearwater, Florida 1540 Erim Lane, Clearwater, Florida 1965 Magnolia, Clearwater, Florida 1255 Palmetto, Clearwater, Florida 1389 Hibiscus Lane, Clearwater, Florida 1801 Gladys Street, Largo, Florida At the first annual meeting the members shall elect three directors for a term of one year, three directors for a term of two years and three directors for a term of three years; and at each annual meeting thereafter the members shall elect three directors fa;:- 2. term of three years. ARTICLE" IX OFFICERS The officers who shall manage the affairs of the Corporation shall r be a President, a Vice-President, who shall at all times be members of the Board of Directors, and a Secretary and Treasurer. Additional officers may be created by the Board of Directors. Officers shall be - 4 - J ~ I I elected during the month of March of each succeeding year and shall hold office until their successors are duly elected and qualified. Officers shall be~ected by a majority of the votes cast by the Directors at said election. The first officers of the corporation to serve until their successors are duly elected and qualified at the first election, shall be: H. Everett Hougen President Paul M. Wade Vice President Merrett R. Stierheim Secretary Richard D. Wachtler Treasurer ARTICLE X BY-LAWS The By-Laws of the Corporation shall be made, altered, amended or rescinded by a vote of a majority of a quorum of member~ present or proxy, at a .regular or special meeting of the members, except that the Federal Housing Administration or the Veterans Administration shall have the right to veto amendments while there is Class B membership. ARTICLE XI DISSOLUTION The Association may be dissolved with the assent gJ.ven in writing and signed by not less than two-thirds (2/3) of each class of members. Upon dissolution of the Association, other than incident to a merger or consolidation, the assets of the Association shall be dedicated to an appropriate public agency to be used for purposes similar to those for which this Association was created. In the event that such dedication is refused acceptance, such assets shall be granted, conveyed and assigned to any nonprofit corporation, association, trust or other organization to be devoted to such similar purposes. ARTICLE XI I DURATION The Corporation shall exist perpetually. , ARTICLE XIII AMENDMENTS Amendment of these Articles shall require the assent of 75 percent (75%) of the entire membership. - 5 - ~. ,. I I ~' \ \ \ \ ARTICLE XIV FHA/VA APPROVAL As long as .t~ere is a Class B membership, the following actions will require the prior approval of the Federal Housing Administration or the Veterans Administration: annexation of additional properties, m.cr2;cys and consolidations, mortgaging of Common Area, dedication of Common Area, dissolution and amendment of these Articles. IN WITNESS WHEREOF, for the purpose of forming this corporation under the laws of the State of Florida, we, the undersigned, constituting the incorporators of this Association, have executed these Articles of May, 1972. ~~' ~<::l2' 'i ...'. i ( ".' ,-' . (/ ). (. .... .. /ice.- ,.~ ',/j , . . ,- . ,./ ~~(...' j/ / . / /- ~'-'- '_T - ~ ,- Incorporation this day of . A~,~h .,,/ .-/'~ -. ,,-. /--~-_.~~" ._~ -,,~.,\ /~;. _.'././ /(/1/. 'Y/:... ~,...-:::-. .... c-,',:,,~', / . . />~/J . . ~; '.?:::.~///:<' . / ...........~.... '.// /{~/ c-/~ t.<''7-/' ( "\ ./ "'/ /""~" __t'" --_.~,/-- .... '- ,..... . Y"' //./ .. ,- ,/ 'I ~ .< ,# } /' ;' I;Y '/' " . I, -. .If~ I. ,.- '.;:~-'.".....:_, . ...--"'" " \. - -,J./.' , X)f'aJt?/[~ ,-..- . I " ~ w...... ~ J~ 't. ~v.A.. STATE OF FLORID& ,COUNTY OF P1NELLAS ,I c;ertify that the above instrument is a correct and true copy of the '- ,,-' Q'T.iginal. Notary Public, State of Florida at large My C~mmission Expires Oct. 30. 1973 Bon<:Iea by. Iransamerica InsuranceC(). >>~~rt~