RESTATED ARTICLES
of INCORPORATION
Of
CORONADO SHORES CONDOMINIUM ASSOCIATION No. 7
Willard H. Thompson and Hamilton Lawrence certify that:
1. They are the president and
secretary, respectively, of Coronado
Shores Condominium
Association No. 7, a California Corporation.
2. The Articles of Incorporation of
this Association are amended and
restated to read as
follows:
ARTICLE 1 - NAME
The name of the association is Coronado Shores Condominium Association No. 7.
ARTICLE 2 - PURPOSE AND POWERS
(a) This corporation is a nonprofit
mutual benefit corporation organized under the Nonprofit Mutual Benefit Corporation Law.
The purpose of this corporation is to engage in any lawful act or activity for which a
corporation may be organized under such law.
(b) This corporation elects to be
governed by all of the provisions of the Nonprofit Corporation Law of 1980, not otherwise
applicable to it under Part 5.
(c) The Association is formed as an
association to manage a common interest development under the DavisStirling Common
Interest Development Act (California Civil Code Sections 13501373).
(d) The specific and primary purpose of
the Association is to act as a "management body" for the preservation,
maintenance, improvement and architectural control of the living area and common area in
Coronado Shores Building No. 7, La Perla Tower (hereinafter referred to as the
"Project") in San Diego County, California.
(e) The Association may also exercise
the powers granted to a nonprofit mutual benefit corporation enumerated in Section 7140 of
the Corporations Code. In addition, the Association my exercise the powers granted to the
Association in the Davis-Stirling Common Interest Development Act (Civil Code Section 1350
et seq).
- The Association shall have all of the powers reasonably necessary to implement the
purposes of the Association, including but not limited to the following:
Exhibit "A"
Articles of Incorporation, Page #2.
(i) To make and
collect assessments against Members to defray the
costs of the
Project.
(ii) To use the proceeds of
assessments to pay all expenses in
connection
therewith and all other expenses incident to the
conduct of the
association.
(iii) To maintain, repair,
replace, improve and operate the Project.
(iv) To reconstruct
improvements after casualty and to further
improve the
Project.
(v) To make and amend
regulations governing the use of the property
in the Project.
(vi) To borrow money, to
mortgage, pledge, deed in trust, or
hypothecate any
or all of its real or personal property as
security for
money borrowed or debts incurred.
(vii) To enforce by legal means,
the provisions of the condominium
plan and all
documents related to the Project, including these
Articles, the
Bylaws of the Association, the Condominium
Declaration and
the regulations for the use of the property in
the Project.
(viii) To contract for the management of
the Project and to delegate to
such contractors
all powers and duties of the Association except
such as are
specifically required by the Condominium
Declaration, the
Articles or the Bylaws of the Association to
have approval of
the Board of Directors or the membership of the
Association.
The foregoing clauses concerning the
purposes of the Association shall be considered as a statement of both purposes and
powers; and the purposes and powers in each clause shall, except where otherwise
expressed, be in no manner limited or restricted by reference to or inference from the
terms or provisions of any other clause but shall be regarded as independent purposes and
powers.
ARTICLE 3 - RESTRICTIONS ON ACTIVITY
Notwithstanding the foregoing, the
Association shall not except to an insubstantial degree, engage in any activities or
exercise any powers that are not in furtherance of the specific and primary purposes of
the Association.
Articles of Incorporation, Page #3.
ARTICLE 4 - BYLAWS
The rights of members, number of
members, and manner of election of the Board of Directors and all other matters concerning
the operation and governance of the Association shall be as set forth in the Governing
Documents.
ARTICLE 5 - DISSOLUTION
On the dissolution or winding up
of the Association, the assets of the association remaining after payment, or provision
for payment, of all debts and liabilities of the Association, shall be distributed to the
owners (as defined in the Declaration) of Condominiums in the Project, as their interests
may appear.
ARTICLE 6 - AMENDMENTS
Amendments to these Articles of
Incorporation shall require the assent (by vote or written consent) of members
representing seventy five percent (75%) or more of the voting power of the Association.
ARTICLE 7 - MEMBERSHIP
Every person or entity who is a
record owner of a fee or undivided fee interest in any Condominium which is subject by
covenants or record to assessment by the Association shall be a member of the Association.
The foregoing is not intended to include persons or entities who hold na interest merely
as security for the performance of an obligation. Membership shall be appurtenant to and
may not be separated from ownership of any Condominium which is subject to assessment by
the Association.
-END-
Willard H. Thompson and Hamilton Lawrence further certify that:
3. The foregoing Amendment and
Restatement of Articles of Incorporation
has been duly approved by the Board of
Directors.
4. The foregoing Amendment and
Restatement of Articles of Incorporation
has been duly approved by the required
vote of the Members.
We further declare under penalty of
perjury under the laws of the state of California that the matters set forth in this
certificate are true and correct of own knowledge.
Date: August 1, 1994
Signed by:
Willard H. Thompson
President, CSCA 7
And
Hamilton Lawrence
Secretary, CSCA 7