Articles of Incorporation
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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.