Tamarac By-The-Gulf, Inc

Corporate Documents

Tamarac By-The-Gulf owner and/or Resident Association, Inc. was approved by the Department of State, State of Florida on March 12, 1971.

Articles of Incorporation

Of

Tamarac By-The-Gulf Owner

And/or Resident Association, Inc.

We, the undersigned, hereby associated ourselves together for the purpose of becoming incorporated under the laws of the State of Florida, applicable to corporation not for profit under the following Charter:

Article 1 – Name

The name of the corporation shall be TAMARAC  BY-THE-GULF OWNER AND/OR RESIDENT ASSOCIATION, Inc. and it is to be located in the County of Pinellas, Florida.

Article 11 – Purpose

The purpose for which this corporation is formed is to stimulate social and recreational activities among the people residing in Tamarac By-The-Gulf.

This corporation is also organized for the purpose of all the residents of Tamarac By-The-Gulf so that they may take an active part in civic and community affairs. Further to protect the interest and rights of the membership of this organization.

To purchase, lease, hold, sell, mortgage or otherwise acquire or dispose of real or personal property; to enter into, make, perform or carry out contracts of every kind with any person, firm, corporation or association; to do any acts necessary or expedient for carrying on any and all the activities and pursuing any and all of the objects and purposes set forth in this certificate of incorporation, and not forbidden by the laws of the State of Florida.

This corporation shall have the right to receive gifts and bequests of both real and personal property of any nature whatsoever.

In genera, to have all powers conferred upon a nonprofit corporation by the laws of the State of Florida, except as herein prohibited or forbidden by the By-Laws of this corporation.

Article 111 – Board of Directors

The Board of Directors of this corporation shall consist of four regional Directors to be elected by the membership of this organization, and the President, and Vice-President, Treasurer, Immediate Past President, Corresponding Secretary and Recording Secretary. These members of the Board shall be voting members. In addition thereto, there shall be three non-voting members of the Board of Directors and they shall be the Chairman of the Civic Committee, Chairman of the Activities Committee and Chairman of the Community Relations Committee. The Board of Directors may increase the regional Directors from four to six at their discretion.

Such other officers as are necessary to transact business shall be selected by an affirmative vote or a majority of the members of the Board of Directors constituting a quorum for the transaction of business.

Article IX – By-Laws

The By-Laws of this corporation are to be made; altered or rescinded by the members of the Board of Directors subject to the approval of the members of the corporation, and may be changed from time to time.

Article X – Amendments

The Constitution may be amended by two-thirds of the eligible members present and voting at a regular or special meetings. A copy of the proposed amendment must delivered by main to each home not less than thirty (30) days prior to the meeting at which such proposed changes are to be presented for action by the membership.

Article XI – Business

The business and general policies of this corporation shall be transacted and formulated by the Board of Directors within the authority as set out in the charter of this corporation.

Signed in St. Petersburg on March 1, 1971.

AMENDMENT TO ARTICLES OF INCORPORATION

OF

TAMARAC BY-THE-GULF OWNER AND/OR RESIDENT ASSOCIATION

Know all men by these presents, The undersigned President and Recording Secretary of this Corporation, do hereby certify that on the 7^th day of February, 1974, the following resolution was also approved by the members of this Corporation in the manner required by Article X of the present Articles of Incorporation:

Be it therefore resolved, that the Articles of Incorporation of Tamarac By-The-Gulf Owner and/or Resident Association Inc;, are hereby amended as follows:

1. The name of the corporation is hereby amended to be “TAMARAC BY-THE-GULF, INC.”
2. the purpose for which this Corporation was formed, in addition to the purpose set forth in the original Articles of Incorporation, are as follows:
   1. To administer the operation and management of the subdivision commonly referred to as Tamarac By-The-Gulf, in Pinellas County, Florida;
   2. To undertake performance of the acts and duties incident to the administration of the operation and management of the subdivision commonly referred to as Tamarac By-The-Gulf in accord with the terms and provisions and authorization contained in the Articles of Incorporation and the By-Laws of the Corporation, and those certain documents entitled “Behring West, Inc. a Florida corporation, Use and Building Restrictions Deed Relating to”’ as recorded in O. R. Book 2592, Pages 702- through 715 inclusive; O. R. Book 2769, Pages 634 through 637 inclusive’ O. R. Book 2813, Pages 345 through 358 inclusive; O. R. Book 3015, Pages 385 through 390 inclusive, Public Records of Pinellas County, Florida with said documents hereinafter referred to as “Use and Building Restrictions.”
   3. To operate as a non-profit corporation for the benefit of its Members and make no distributions of income to Members, Directors or Officers.
3. The Corporation, in addition to powers granted to it under its original Articles of Incorporation and the statutes of the State of Florida as they now exist or hereafter may exist, shall have the following additional powers:
   1. To make and establish reasonable Rules and Regulations to govern the members in the subdivision commonly known as Tamarac By-The-Gulf;
   2. To contract for all or a part of the management and maintenance responsibilities which the Corporation received under those certain documents entitled Use and Building Restrictions.
4. A new Article shall be included, entitled “INDEMNIFICATIN” and shall provide as follows:

Every Director or Officer shall be indemnified by the corporation against all expenses and liabilities, including counsel fees imposed or incurred in connection with proceedings to which he may be a party by reason of his being or having been a Director or Officer, except where he is guilty of willful misfeasance or malfeasance; provided that, in the event of any claim for reimbursement or indemnification based upon a settlement, the indemnification shall not apply unless the settlement was approved by the Board of Directors.

5. The following provisions of Article VIII of the original Articles of incorporation are hereby deleted: “In addition thereto, there shall be three non-voting members of the Board of Directors, Chairman of the Activities Committee and Chairman of the Community Relations Committee. The Board of Directors may increase the regional Directors from four to six at their discretion.”
6. The last sentence of Article VIII is deleted and in its place and stead the following is substituted: “Such other officers as are necessary to transact the business shall be selected by an affirmative vote of a majority of the members of the Board of Directors constituting a quorum for the transaction of business.”

These updates were signed and approved on March 11, 1974.