El Encanto Estates   Homeowners Association

"to promote the social welfare of El Encanto Estates and its environs"

Unofficial current version of Articles of Incorporation,
from 1982 original version, modified according to the Amendments

KNOW ALL MEN BY THESE PRESENTS:

That we, the undersigned, have this day associated ourselves together for the purpose of forming a non-profit corporation under and pursuant to the laws of the State of Arizona and for that purpose do hereby adopt these Articles of Incorporation.

ARTICLE I

Name: The name of the corporation shall be El Encanto Estates Homeowners Association, Inc., an Arizona Non-Profit Corporation.

ARTICLE II

Purpose: The purpose for which this corporation is organized is the transaction of any or all lawful business for which non-profit corporations may be incorporated under the laws of the State of Arizona, as they may be amended from time to time.

ARTICLE III

Initial Business: The corporation initially intends to promote the social welfare of El Encanto Estates and its environs, receive association property, including easements and rights of way, and provide for the acquisition, construction, management and maintenance of association property.

ARTICLE IV

Authorized Capital: The corporation shall have no capital stock. Members of the corporation shall be the members of the Board of Directors and such others as may be provided for in the bylaws.

ARTICLE V

No part of the net earning of the corporation shall inure to the benefit of, or be distributable to, its members, directors, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of its purposes.

ARTICLE VI

Upon the dissolution of the corporation, the Board of Directors shall, after paying or making provision for the payment of all of the liabilities of the corporation, dispose of all of its assets exclusively for the purposes of the corporation in such manner, or to such organizations as may be permitted under the Arizona Revised Statutes relating to distribution of assets of non-profit corporations, as they may be amended from time to time.

ARTICLE VII

Statutory Agent: The name and address of the statutory agent of the corporation is:

Dennis A. Rosen, Esq.
450 W. Paseo Redondo, Suite 204
Tucson, Arizona 85701

ARTICLE IX

Board of Directors: [no currently relevant text]

ARTICLE X

The personal liability of the directors to the corporation and its members for monetary damages for breach of a fiduciary duty as a director is eliminated to the fullest extent permitted by applicable law. Neither this provision nor any other provision in these Articles shall eliminate or limit the liability of a director for any of the following:

(a) Any breach of the director's duty of loyalty to the corporation or its members.

(b) Acts or omissions which are not in good faith or which involve intentional misconduct or a knowing violation of law.

(c) A violation of A.R.S. 10-1026 (which prohibits the issuance of shares of capital stock or dividends).

(d) Any transaction from which the director derived an improper and personal benefit.

(e) A violation of A.R.S. 10-1097 (which relates to director conflicts of interest).

For purposes of this provision, "director" shall include a trustee or persons who serve on a board of the corporation in an advisory capacity.