of AUGUSTA VILLAGE TOWNHOMIES MAINTENANCE ASSOC IATION, INa-D In the Office of the Secretary of State of Texas ARTICLE ONE JUL

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1 RESTATED ARTICLES OF INCORPORATION of AUGUSTA VILLAGE TOWNHOMIES MAINTENANCE ASSOC IATION, INa-D In the Office of the Secretary of State of Texas ARTICLE ONE JUL Augusta Village Townhomes Maintenance Association, Inc., purs ant to the provisions of Article 4.06 of the Texas Non-Profit Corporation Act, hereby adopts t c t of Incorporation, which accurately copy the Articles of Incorporation and all amendments thereto that are in effect to date and as further amended by such Restated Articles of Incorporation as hereinafter set forth and which contain no other change in any provision thereof. ARTICLE TWO The Articles of Incorporation of the corporation are amended by the Restated Articles of Incorporation by amending Articles IV, V and VII to read as follows: ARTICLE IV The purpose or purposes for which said Corporation is organized are to act as agent for the civic and social benefit and betterment of the residents and property owners of AUGUSTA VILLAGE, Section One, and Extension and Partial Replat of Augusta Village, Section One, subdivisions in Harris County, City of Houston, Texas, according to the maps or plats thereof recorded in Volume 241, Page 56 and Volume 252, Page 144 of the Map Records of Harris County, Texas, and for any and all other property which is accepted by this Corporation for similar purposes, those purposes being as follows: (a) (b) (c) To exercise all of the powers and privileges and perform all of the duties and obligations of the Corporation as set forth in the Declaration of Covenants, Conditions and Restrictions ("Restrictions") recorded under Film Code Reference No of the Official Public Records of Real Property of Harris County, Texas, as the same may be amended from time to time; To affix, levy, collect and enforce payment by any lawful means, all charges or assessments pursuant to the terms of the Restrictions referred to hereinabove; To acquire by 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 Restated Articles Page 1

2 property in connection with the affairs of this Corporation subject to the limitations set forth in the Restrictions; (d) (e) (f) (g) (h) (i) (j) (k) To borrow money, to mortgage, pledge, or hypothecate any or all of its real or personal property as security for money borrowed or debts incurred subject to the limitations set forth in the Restrictions; To provide for services such as garbage, rubbish collection and disposal and property maintenance; To promote and provide recreational and other facilities for the residents and owners of said property; To maintain streets, street lights, sidewalks, and traffic controls; To provide general sanitation and cleanliness of common areas; To provide control of insects, rodents, and animals; To provide maintenance of drainage facilities; To provide upkeep and maintenance of common areas and facilities and of Townhouse exteriors as provided in the Restrictions; (1) To provide any activity conducted for the mutual benefit of residents and owners as provided in the Restrictions and to 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 Texas, by law may now or hereafter exercise. EACH RESIDENT IS RESPONSIBLE FOR THEIR OWN PERSONAL SAFETY, IT BEING UNDERSTOOD AND AGREED THAT IT IS NOT ONE OF THE PURPOSES OF THE ASSOCIATION TO PROVIDE SECURITY TO THE RESIDENTS OF THE PROPERTY. NEITHER THE ASSOCIATION, ITS BOARD, NOR ITS OFFICERS OR DIRECTORS SHALL IN ANY WAY BE CONSIDERED INSURERS OR GUARANTORS OF SECURITY WITHIN THE PROPERTY AND SHALL NOT BE HELD LIABLE FOR ANY LOSS OR DAMAGE BY REASON OR ALLEGED FAILURE TO PROVIDE ADEQUATE SECURITY OR INEFFECTIVENESS OF SECURITY MEASURES UNDERTAKEN, IF ANY. Restaed Articles Page 2

3 ARTICLE V The affairs of the Association shall be managed by a Board of not less than five (5) Directors who must be members of the Association in good standing. A member of the Association in "good standing" is defined as a member of the Association who i) is current in the payment of all annual assessments, special assessments, and any other costs and charges levied by the Association against the member, and ii) is not in violation of the restrictive covenants which encumber the properties under the jurisdiction of the Association, or the Association's Articles of Incorporation, By-Laws, or its rules and regulations. Should any Director during his term of office become a member of the Association who is not in good standing, the Director in question shall be notified of his impending disqualification and be given an opportunity to address the Board of Directors at its next regular meeting. If by the next following regular meeting of the Board of Directors (after the Board meeting where the Director in question is given an opportunity to address the Board), said Director is still defined as a member of the Association who is not in good standing, by operation of this provision i) said Director shall automatically be removed from the Board and his position declared vacant, and ii) this fact reflected in the minutes of the board meeting. The names and addresses of the current Directors who shall act in such capacity until their successors have been selected, as provided in the Bylaws, are: NAME ADDRESS Bruce Linsenmayer 2407 Blue Water Lane, Houston, Texas Norman Chanin 2130 Augusta, Houston, Texas Judy Bouchard 1994 Augusta, Houston, Texas Jack Dimmig 2042 Augusta, Houston, Texas Alan Zieben 2122 Augusta, Houston, Texas ARTICLE VII Every person or entity who is a record owner of a fee or undivided fee interest in any lot which is subject, by covenants or record, to assessment 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. No owner shall have more than one membership. Mefmbership shall be appurtenant to and may not be separated from any ownership of any Lot which is subject to assessment by the Association. Ownership of such Lot shall be the sole qualification for Restawed Articles Page 3

4 membership. Any mortgagee or lienholder who acquires title to any Lot which is a part of the Property, through judicial or non-judicial foreclosures, shall be a member of the Association. The Association shall have one class of voting membership. ARTICLE THREE The Articles of Incorporation are hereby further amended by deleting Article VI and IX in their entirety. Due to the deletion of Article VI of the Articles of Incorporation, the remaining Articles in the Articles of Incorporation are to be renumbered consecutively in the Restated Articles of Incorporation as set forth in Article Four below. ARTICLE FOUR Each such amendment made by these Restated Articles of Incorporation has been effected in conformity with the provisions of the Texas Non-Profit Corporation Act and such Restated Articles of Incorporation were duly adopted in the following manner: The Restated Articles of Incorporation as so amended were adopted at a special meeting of members of the corporation held on January 16, 1996, at which a quorum was present, and the Restated Articles of Incorporation as so amended received at least two-thirds of the votes which members present or represented by proxy at such meeting were entitled to cast. The deletion of Article IX of the Articles of Incorporation was approved by the Board of Directors of the corporation on March 11, 1995 as allowed by Art A.(4)(c) of the Texas Non-Profit Corporation Act. ARTICLE FIVE The Articles of Incorporation and all amendments and supplements thereto are hereby superseded by the following Restated Articles of Incorporation which accurately copy the entire text thereof and as amended as above set forth: Restaed Articles Page 4

5 RESTATED ARTICLES OF INCORPORATION of AUGUSTA VILLAGE TOWNHOMES MAINTENANCE ASSOCIATION, INC. ARTICLE I The name of the corporation is Augusta Village Townhomes Maintenance Association, Inc. ARTICLE II The corporation is a non-profit corporation. The period of its duration is perpetual. ARTICLE m ARTICLE IV The purpose or purposes for which said Corporation is organized are to act as agent for the civic and social benefit and betterment of the residents and property owners of AUGUSTA VILLAGE, Section One, and Extension and Partial Replat of Augusta Village, Section One, subdivisions in Harris County, City of Houston, Texas, according to the maps or plats thereof recorded in Volume 241, Page 56 and Volume 252, Page 144 of the Map Records of Harris County, Texas, and for any and all other property which is accepted by this Corporation for similar purposes, those purposes being as follows: (a) (b) (c) To exercise all of the powers and privileges and perform all of the duties and obligations of the Corporation as set forth in the Declaration of Covenants, Conditions and Restrictions ("Restrictions") recorded under Film Code Reference No of the Official Public Records of Real Property of Harris County, Texas, as the same may be amended from time to time; To affix, levy, collect and enforce payment by any lawful means, all charges or assessments pursuant to the terms of the Restrictions referred to hereinabove; To acquire by 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 Restated Articles Page 5

6 property in connection with the affairs of this Corporation subject to the limitations set forth in the Restrictions; (d) (e) (f) (g) (h) (i) (j) (k) To borrow money, to mortgage, pledge, or hypothecate any or all of its real or personal property as security for money borrowed or debts incurred subject to the limitations set forth in the Restrictions; To provide for services such as garbage, rubbish collection and disposal and property maintenance; To promote and provide recreational and other facilities for the residents and owners of said property; To maintain streets, street lights, sidewalks, and traffic controls; To provide general sanitation and cleanliness of common areas; To provide control of insects, rodents, and animals; To provide maintenance of drainage facilities; To provide upkeep and maintenance of common areas and facilities and of Townhouse exteriors as provided in the Restrictions; (1) To provide any activity conducted for the mutual benefit of residents and owners as provided in the Restrictions and to 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 Texas, by law may now or hereafter exercise. EACH RESIDENT IS RESPONSIBLE FOR THEIR OWN PERSONAL SAFETY, IT BEING UNDERSTOOD AND AGREED THAT IT IS NOT ONE OF THE PURPOSES OF THE ASSOCIATION TO PROVIDE SECURITY TO THE RESIDENTS OF THE PROPERTY. NEITHER THE ASSOCIATION, ITS BOARD, NOR ITS OFFICERS OR DIRECTORS SHALL IN ANY WAY BE CONSIDERED INSURERS OR GUARANTORS OF SECURITY WITEHN THE PROPERTY AND SHALL NOT BE HELD LIABLE FOR ANY LOSS OR DAMAGE BY REASON OR ALLEGED FAILURE TO PROVIDE ADEQUATE SECURITY OR INEFFECTIVENESS OF SECURITY MEASURES UNDERTAKEN, IF ANY. RestWed Articles Page 6

7 ARTICLE V The affairs of the Association shall be managed by a Board of not less than five (5) Directors who must be members of the Association in good standing. A member of the Association in "good standing" is defined as a member of the Association who i) is current in the payment of all annual assessments, special assessments, and any other costs and charges levied by the Association against the member, and ii) is not in violation of the restrictive covenants which encumber the properties under the jurisdiction of the Association, or the Association's Articles of Incorporation, By-Laws, or its rules and regulations. Should any Director during his term of office become a member of the Association who is not in good standing, the Director in question shall be notified of his impending disqualification and be given an opportunity to address the Board of Directors at its next regular meeting. If by the next following regular meeting of the Board of Directors (after the Board meeting where the Director in question is given an opportunity to address the Board), said Director is still defined as a member of the Association who is not in good standing, by operation of this provision i) said Director shall automatically be removed from the Board and his position declared vacant, and ii) this fact reflected in the minutes of the board meeting. The names and addresses of the current Directors who shall act in such capacity until their successors have been selected, as provided in the Bylaws, are: NAME ADDRESS Bryce Linsenmayer 2407 Blue Water Lane, Houston, Texas Norman Chanin 2130 Augusta, Houston, Texas Judy Bouchard 1994 Augusta, Houston, Texas Jack Dimmig 2042 Augusta, Houston, Texas Alan Zieben 2122 Augusta, Houston, Texas ARTICLE VI Every person or entity who is a record owner of a fee or undivided fee interest in any lot which is subject, by covenants or record, to assessment 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. No owner shall have more than one membership. Meimbership shall be appurtenant to and may not be separated from any ownership of any Lot which is subject to assessment by the Association. Ownership of such Lot shall be the sole qualification for Reslated Articles Page 7

8 membership. Any mortgagee or lienholder who acquires title to any Lot which is a part of the Property, through judicial or non-judicial foreclosures, shall be a member of the Association. The Association shall have one class of voting membership. ARTICLE VII The corporation is a non-profit corporation, without capital stock, organized solely for the purposes specified in Article Iv, and no part of its property, whether income or principal, shall ever inure to the benefit of any Director, Officer, or employee of the corporation, or of any individual having a personal or private interest in the activities of the corporation, nor shall any such Director, Officer, employee or individual receive or be lawfully entitled to receive any profit from the operations of the corporation except a reasonable allowance for salaries or other compensation for personal services actually rendered in carrying out one or more of its stated purposes. The corporation shall not engage in, and none of its funds or property shall be devoted to, carrying on propaganda or otherwise attempting to influence legislation. DATED, ATTEST: AUGUSTA VILLAGE MAINTENANCE. ASSOCIATION, INC. /1 /!///pylt ~~~~By: t4/t g 6zX Y Bye dn en`mayer, rdt Norman Chanin, Secretary RestaWed Articles Page 8

9 STATE OF TEXAS * * COUNTY OF HARRIS * Before me, a notary public, on this day personally appeared Bryce Linsenmayer, known to me to be the person whose name is subscribed to the foregoing instrument and, being by me first duly sworn and declared that he executed same in the capacity and consideration therein expressed. Given under my hand and seal of office this the d/t day of # si^> MIRR'GOIE K.U,.. MEYER 1v sds48noita.ry PUBLIC %stt.t tate of Texas Comm. Exp Restaed Articles Page 9