ARTICLES
OF
INCORPORATION
OF
FEATHERSOUND
COMMUNITY
SERVICES
DISTRICT,
INC.
This
is
to
certify
that
I,
the
undersigned,
being
of
legal
age, do
hereby
Subscribe to
these
Articles
of
Incorporation
for
the
purposes of forming a
non-profit corporation
under
the
laws
of
the
State
of
Florida,
and
further
certify
that:
ARTICLE
I
- NAME
The name of
the corporation is Feathersound Community Services District, Inc., and
shall be hereinafter referred to as "the
Corporation".
ARTICLE
II
-
DURATION
The
Corporation
shall have perpetual existence unless it shall hereafter be dissolved
according to
law.
ARTICLE
III
-
INITIAL REGISTERED OFFICE AND AGENT
Street address of the initial registered office and
principal
place of business is Renfrow & Chadwick, Attorneys At
Law, James M. Chadwick, 6830 Central
Avenue, Suite B, St.
Petersburg, Florida 33707.
ARTICLE IV
-
PURPOSES
The
purposes for which the Corporation is formed, and the business and
objectives to be carried on and promoted by it are as follows:
(a)
To
provide
for
the-administration
and
operation
of
the
business
and
affairs
of
the
Feathersound
municipal services
Taxing
Unit
created
pursuant
to
Pinellas
County Ordinance
Number
90-25.
(b)
To exercise
the powers permitted non-profit
corporations
under Chapter
617
of
the Florida
Statutes;
provided, however,
that the
corporation
in
exercising any one or
more
of
such
powers shall
do
so
in
furtherance
of
the purposes
provided in
Pinellas County
Ordinance
Number 90-25.
(c)
The Corporation
is
irrevocably
dedicated
to
and
shall
be
operated
exclusively
for non-profit
purposes;
and
no
part of
the
income
or
assets of
the
Corporation shall
be
distributed
to nor
inure to
the
benefit
of
any
individual.
ARTICLE
V -
POWERS
The
Corporation
is
empowered:
(a)
To do
and
perform
all
acts authorized
for
non-profit
corporations
in
accordance
with
Chapter 617 Florida Statutes
which
are
reasonably
necessary
to
accomplish the purposes of
the Corporation.
(b) In the event of dissolution, winding up, or other
liquidation of the assets of this 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 the assets of the Corporation exclusively for
the
purposes
of
the
Corporation
in
such manner
as
the
Board
of
Directors
shall
determine.
Any.
such assets
not so disposed
shall be
disposed
of
by a court
of
competent
jurisdiction in
Pinellas
County
in accordance
with
Chapter 617
Florida
Statutes.
ARTICLE
VI
- BOARD
OF
DIRECTORS
The
affairs
of
the
Corporation
shall
be
managed
by
a
Board
which shall
be
appointed
by
the
Board
of
County
Commissioners
of
Pinellas
County in
accordance with
ordinance
Number
90-25.
The
term
of
office
of
Board
of
Directors shall
be
two
years
each
from
the
date
of
their
appointment.
A
Director
may
serve successive
terms.
Each
Director
shall
be a
qualified
elector
of,
and
reside within the
boundaries
of the
Feathersound
Municipal Services
Taxing Unit.
If any
Director ceases
to reside anywhere
within
the
unit, resigns
from
office,
or
is removed
from
office,
his office shall
be
declared
vacant.
He/She
shall
be
disqualified from further
service,
and
a
new Director
shall
be
appointed
by
the
Board of
County
Commissioners
to
fill
the
unexpired term
of
office.
Each
Director shall
hold
office
until a
successor
is
appointed
and
qualified.
Any
resignation by a
Director
shall
be
accepted.
Directors
shall
receive
no
compensation
for
their
services
but
shall
be
entitled
to
reasonable
per
diem and
travel
expenses incurred
in
furtherance
of
authorized business
of
the
Corporation
subject to
the
limitations
provided
in
Section
112.061
Florida
Statutes, and subject to approval by the Board of Directors and the Board
of County Commissioners. The initial members of the Board of Directors
are:
Jack
Hebert
3038 Sandpiper Ct.
Clearwater, FL |
|
Eddie
Mills
14263 Puffin Ct.
Clearwater, FL |
Donna
Kistel
14237 Lark Ct.
Clearwater, FL |
|
John
Peck
2722 Bullard Drive
Clearwater, FL |
Earl
Maize
14876 Feather Cove Rd.
Clearwater, FL |
|
|
ARTICLE VII
- OFFICERS
The Board
of Directors shall elect the officers of the Corporation who shall include
a chairman, a vice chairman and a secretary/treasurer, all of whom shall
be members Directors.
ARTICLE
VIII -
MEMBERSHIP
The
membership of the Corporation shall be composed of the individuals who
serve as the Board of Directors of the
Corporation. The resignation, removal or termination from the Board of
Directors shall automatically cause termination in membership of the
Corporation.
Each Member
of the Corporation shall be entitled to one vote and there are no other
rights or privileges, restrictions, or limitations granted or imposed upon
the Members. The Corporation shall be organized on a non-stock basis. The
Corporation shall issue no certificates of membership.
ARTICLE
IX
-
BYLAWS
The
Bylaws
of
the
Corporation
may
be
made,
altered
or
rescinded
by
a majority
vote
of
the
full Board
of
Directors
at
any regular or
special
meeting
convene
after
notice
of
the purpose thereof,
so
long
as
they are not
inconsistent
with the
provision
of these
Articles.
ARTICLE
X -
DUES
The
Corporation
shall
levy
no
dues
or assignments
upon
its
Members.
ARTICLE
XI
-
INDEMNIFICATION
Directors, Officers and Members of the Corporation shall not be liable, as such, for any obligation of the Corporation
Any Director, Officer or Member of the Corporation, or the legal
representative of any
Director,
Officer or Member shall be indemnified by the corporation against
reasonable costs, expenses and counsel fees paid or incurred in connection
with any action, suit or proceeding to which any such Director, Officer or
Member or his legal representative may be made party by reason of
his being or having been such Director, Officer or Member;
provided, (1) said action, suit or proceeding shall be prosecuted
against such Director, Officer or Member
or against his legal
representative to final determination, and it shall not be finally
adjudged in said action, suit or proceeding that he has
been derelict in the
performance of his duties as such Director, Officer or Member; or
(2) said action, suit or proceeding shall be settled or otherwise terminated as against
such
Director, Officer or Member or his legal representative without
a
final determination on the merits, and it shall be determined by the Board of Directors, officers or Members as may be provided in the Bylaws that said Director, Officer or Member had not in any substantial way been derelict in the performance of his duties as charged in such action, suit or
proceeding. The privilege and
power conferred by this Article shall be in addition to and not in restriction or limitation of any other privilege or power which a corporation of the State of
Florida may have with respect to
the indemnification or reimbursement of Directors, Officers and Members.
ARTICLE XII
-
SUBSCRIBER
The name and address of the Subscriber of this Corporation is:
Earl Maize
14876 Feather Cove Rd.
Clearwater, FL
Signed this
20th day of
November
1990.
Earl
Maize
STATE OF FLORIDA
COUNTY OF PINELLAS
I hereby certify that before me this day personally appeared
Earl Maize to me known to be the individual described in and who
executed the foregoing Articles of Incorporation, and he
acknowledged before me that he executed the same for the
purposes therein expressed. Witness
my hand and official seal at County and State named
above
day of
1990.
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