AMENDED AND RESTATED ARTICLES OF INCORPORATION
FOR
SILVERJACK HOMEOWNERS ASSOCIATION, INC.
Pursuant to C.R.S. § 7-130-103, the Lot Owners of Silverjack Homeowners Association (hereafter, “the Association”) hereby adopt the following Amended and Restated Articles of Incorporation for Silverjack Homeowners Association, Inc.:
ARTICLE I
NAME OF CORPORATION
The name of the corporation will be:
SILVERJACK HOMEOWNERS ASSOCIATION, INC.
SILVERJACK HOMEOWNERS ASSOCIATION, INC.
ARTICLE II
PERIOD OF DURATION
The corporation shall have perpetual existence, unless dissolved according to law.
ARTICLE III
PURPOSES
The corporation is established not for profit and the objects and purposes for which the corporation is organized and the nature of the business to be conducted by it shall be:
Section 3.1 To constitute the Association to which reference is made in the Protective Covenants for Silverjack Subdivision recorded in Gunnison County, Colorado, on March 22, 1973, at Reception No. 293495, as the same has been or may be amended.
Section 3.2 To exercise all powers and to administer, manage, and govern Silverjack Subdivision, including all powers granted to the Association under the Declaration.
Section 3.3 To own, administer and maintain all property, whether real or personal or interests therein, for the use and benefit of all Lot Owners within Silverjack Subdivision.
Section 3.1 To constitute the Association to which reference is made in the Protective Covenants for Silverjack Subdivision recorded in Gunnison County, Colorado, on March 22, 1973, at Reception No. 293495, as the same has been or may be amended.
Section 3.2 To exercise all powers and to administer, manage, and govern Silverjack Subdivision, including all powers granted to the Association under the Declaration.
Section 3.3 To own, administer and maintain all property, whether real or personal or interests therein, for the use and benefit of all Lot Owners within Silverjack Subdivision.
ARTICLE IV
POWERS
This nonprofit corporation shall have and may exercise all powers conferred upon a nonprofit corporation under the Colorado Revised Nonprofit Corporation Act and the Colorado Common Interest Ownership Act, as they now exist and as they may hereafter be amended from time to time.
ARTICLE V
MEMBERSHIP
This nonprofit corporation shall have members and the membership shall be constituted as follows:
Section 5.1 Each lot owner in Silverjack Subdivision upon becoming an owner, shall be entitled and required to be a member of the Association and shall remain a member of the Association for the period of ownership of the lot.
Section 5.2 Such membership shall be an appurtenant right of the ownership of the lot, shall run with the lot, and shall automatically be transferred to any subsequent owner of the lot upon the recording of any deed or conveyance thereof to a subsequent owner, and shall entitle the owner to voting rights in the corporation.
Section 5.3 The terms and conditions of membership in the corporation shall be as set forth in these Amended and Restated Articles of Incorporation and the other Governing Documents of the corporation.
Section 5.1 Each lot owner in Silverjack Subdivision upon becoming an owner, shall be entitled and required to be a member of the Association and shall remain a member of the Association for the period of ownership of the lot.
Section 5.2 Such membership shall be an appurtenant right of the ownership of the lot, shall run with the lot, and shall automatically be transferred to any subsequent owner of the lot upon the recording of any deed or conveyance thereof to a subsequent owner, and shall entitle the owner to voting rights in the corporation.
Section 5.3 The terms and conditions of membership in the corporation shall be as set forth in these Amended and Restated Articles of Incorporation and the other Governing Documents of the corporation.
ARTICLE VI
BOARD OF DIRECTORS
The business and affairs of the corporation shall be managed by a board of directors who will be elected at an annual meeting of the members. Immediately following the annual meeting, the duly elected board shall elect officers who shall be a president, vice president, secretary and treasurer. All directors shall be members of the corporation.
ARTICLE VII
INDEMNIFICATION
The corporation shall indemnify the officers and directors of the corporation to the full extent permitted by the statutes of the State of Colorado.
ARTICLE VIII
LIMITATION OF LIABILITY
The personal liability of a director to the corporation or its members for monetary damages for breach of a fiduciary duty as a director or officer is limited to the full extent provided by the statutes of the State of Colorado. Directors shall not be liable for actions taken or omissions made in the performance of corporate duties except for wanton and willful acts or omissions.
ARTICLE IX
AMENDMENT TO ARTICLES OF INCORPORATION AND BYLAWS
The power to alter, amend or repeal the Articles of Incorporation and the Bylaws or to adopt new Articles of Incorporation or Bylaws shall be vested in the lot owners.
ARTICLE X
REGISTERED OFFICE AND AGENT
Section 10.1 The address of the current registered office of the corporation is:
Section 10.2 The name of its current registered agent at such address is:
Section 10.2 The name of its current registered agent at such address is:
ARTICLE XI
PRINCIPAL OFFICE
The address of the corporation’s current principal office is
ARTICLE XII
DISTRIBUTION OF ASSETS ON DISSOLUTION
Upon dissolution of the corporation, the assets owned or held by the corporation shall be applied and distributed as follows:
Section 12.1 First, to discharge all liabilities and obligations of the corporation.
Section 12.2 Second, to return, transfer or convey any assets as required by the Colorado Revised Nonprofit Corporation Act.
Section 12.3 Third, after all creditors of the corporation have been paid, all remaining assets of the corporation shall be distributed to its members in proportion to each member's membership interest in the corporation.
I attest and certify that the foregoing Amended and Restated Articles of Incorporation were duly adopted by a majority vote of the owners of 20 or more of the lots of Silverjack Subdivision at a member meeting held on July 16, 2022.
SILVERJACK SUBDIVISION, INC.
Section 12.1 First, to discharge all liabilities and obligations of the corporation.
Section 12.2 Second, to return, transfer or convey any assets as required by the Colorado Revised Nonprofit Corporation Act.
Section 12.3 Third, after all creditors of the corporation have been paid, all remaining assets of the corporation shall be distributed to its members in proportion to each member's membership interest in the corporation.
I attest and certify that the foregoing Amended and Restated Articles of Incorporation were duly adopted by a majority vote of the owners of 20 or more of the lots of Silverjack Subdivision at a member meeting held on July 16, 2022.
SILVERJACK SUBDIVISION, INC.