Burning Tree AREA #7 ASSOCIATION, INC (West/Plaza) Articles of Incorporation

ARTICLES OF INCORPORATION
OF
BURNING TREE AREA #7 ASSOCIATION, INC

STATE OF OKLAHOMA          )
COUNTY OF TULSA                )   SS:

TO THE SECRETARY OF STATE OF THE STATE OF OKLAHOMA:

We, the undersigned,

N.D. HENSHAW,   9511 E 46 Street Tulsa. Oklahoma 74145
HOWARD K EDWARDS, Skyline East Building Tulsa. Oklahoma 74135
LAWRENCE L. MILAM,  3100 S Jamestown  Tulsa. Oklahoma 74135
LeROY BLACKSTOCK,  300 Petroleum Club Bldg Tulsa. Oklahoma 74119
JOHN T. FORSYTHE    2325 S Harvard  Tulsa, Oklahoma 74110

have, in compliance with the requirements of the Non-Profit Corporations Act of the State of Oklahoma, (note: This corporation might qualify as a non-profit but according to the IRS  <---click website none of the subdivisions qualify for non-profit status) associated themselves together for the purpose of forming a corporation not for profit and do hereby certify:

ARTICLE I

The name of the corporation is BURNING TREE AREA #7 ASSOCIATION, INC

ARTICLE II

The principal office of the corporation is located at Third Floor, Petroleum Club Building, Tulsa, Oklahoma 74119.

ARTICLE III

LeRoy Blackstock, whose address is Third Floor, Petroleum Building, Tulsa, Oklahoma 74119, shall be the initial registered agent of the corporation, and Third Floor, Petroleum Building, Tulsa, Oklahoma 74119, shall be the initial designated registered office of the corporation.

ARTICLE IV

PURPOSES AND POWERS OF THE ASSOCIATION

This association is formed for purposes not involving pecuniary gain or profit to its members and shall have no capital stock. The specific purposes for which this corporation is formed are to provide for the development, maintenance, and improvements so as to enhance and protect the value, desirability and attractiveness of certain real property within the tract of property described as follows:

Burning Tree, an Addition to the City of Tulsa, Tulsa County, State of Oklahoma, specifically described as:

The Northwest Quarter (NW/4) of Section 1, Township 18 North, Range 13 East of the Indian Base and Meridian;

The Northwest Quarter (NW/4) of the Southeast Quarter (SE/4) of Section 1, Township 18 North, Range 13 East of the Indian Base and Meridian; and

The East Half (E/2) of the East Half (E/2) of the East Half  (E/2) of the Northeast Quarter (NE/4) of the Southwest Quarter (SW/4) of Section 1, Township 18 North, Range 13 East of the Indian Base and Meridian, in the City of Tulsa, County of Tulsa, State of Oklahoma

(Note that these legal descriptions were given simply to show what property  the corporation was formed to  enhance and protect.)

and to promote the health, safety, and welfare of the residents within the above described property or any additions to that property as may hereafter be brought within the jurisdiction of this association by annexation as provided in these articles, and for these purposes to:

(a) own, acquire, build, operate and maintain recreation facilities and structures of any or all kinds for the use and benefit of members of the association and their families and guests;  (remember the members of the association were supposed to have been the subdivisions....but subassociations were never set up...oops....so it must all be voluntary.)

(b) fix, levy, collect, and enforce payment by any lawful means, all charges or assessments made for construction, maintenance, and operation of recreational facilities; to pay all expenses in connection therewith and all office and other expenses incident to the conduct of the business of the association, including all licenses, taxes or governmental charges levied or imposed against the property of the association;  (who from?)

(c) Acquire (by gift, purchase or otherwise) own, hold, improve, build upon, operate, maintain, convey, sell, lease, transfer, dedicate for public use, or otherwise dispose of, real or personal property in connection with the affairs of the association,

(d) 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, and

(e) Have and to exercise any and all powers, rights and privileges which a corporation organized under the Business Corporation Act of the State of Oklahoma by law may now or hereafter have or exercise.

Article V
MEMBERSHIP

Every Burning Tree Area Owners Association approved by Declarant shall be a member of  this corporation. (Unfortunately the developer forgot to set up  subassociations.  The homeowners instead set up stand alone corporations that are not tied in, in any way. OOPS!) Membership in any Burning Tree Area Owners Association shall entitle the members of that organization to the rights of use and enjoyment of all facilities of the corporation.   (But our corporation has none!!  Burning Tree Master Association   has a pool but according to our Covenants, the Secretary of State of Oklahoma and  Burning Tree Master Association  Articles of Incorporation we are not tied to the Burning Tree Master Association  in any way. So we do not owe dues to Burning Tree Master Association  no matter how much the Burning Tree Master Association  board of directors wishes it were so.
 

ARTICLE VI

VOTING RIGHTS

Each member of the corporation* shall be entitled to one vote  and, unless otherwise specified, a vote of a majority of the members shall control. (*Member of the corporation is the HOA for the subdivision.  Burning Tree West and Burning Tree Plaza are under one HOA, so they have one vote total.)  

ARTICLE VII
BOARD OF DIRECTORS

(a) The affairs of the corporation shall be managed by a Board of Directors. The number of directors selected  to serve until the first annual meeting or until their successors are elected and qualified shall be five (5). Thereafter, the number of directors shall be determined by the members present at each annual meeting. Why isn't this ever done? The number of directors elected shall be no fewer than three (3) and no more than forty-one (41). A director need not be  a member of the corporation.

(b) Each Burning Tree Area Owners Association (that is vague) may elect two directors at each annual meeting.  (This is where the formers of this corporation should have been amended this document to name the subdivisions as "sub-associations", instead of letting the homeowners* set up new corporations that were "stand alone" and are not tied into this corporation.) *You will note that the homeowners who set up the corporations (Burning Tree South, One, West, East, Plaza) are not the same people as those who formed the Master Association....so obviously the homeowners could not come in and make changes to  another corporation's Articles of Incorporation.  Thus it was  never done.




(c)The names and addresses of the persons who are to serve as initial directors for a term of one (1) year are:
N.D. HENSHAW,    9511 E 46th Street Tulsa,  Oklahoma 74145
HOWARD K EDWARDS,  Skyline East Building Tulsa, Oklahoma 74135
LAWRENCE L. MILAM, 3100 S Jamestown Tulsa, Oklahoma 74135
LeROY BLACKSTOCK,   300 Petroleum Club Bldg Tulsa, Oklahoma 74119
JOHN T. FORSYTHE   2325 S Harvard Tulsa, Oklahoma 74110

ARTICLE VIII
MERGERS AND CONSOLIDATIONS

To the extent permitted by law, the corporation may participate in mergers and consolidations with other non-profit corporations organized for the same purposes (however the IRS does not recognize the subdivisons as true HOAs as they have no common facilities or land, so the subdivisions are not non-profits, like the Master Association might be) provided that such merger or consolidation shall have the assent of two thirds (2/3) if the votes of the entire membership.
But before there is a merger or consolidation there are other things required by the State of Oklahoma: http://www.oscn.net/applications/oscn/DeliverDocument.asp?CiteID=67156

ARTICLE IX
DISSOLUTION

The corporation may be dissolved by resolution approved by not less than two thirds (2/3) of the votes of the entire membership. Upon dissolution of the corporation, the assets both real and personal, shall be dedicated to the appropriate agency to be devoted to purposes as nearly as practicable the same as those to which they were required to be devoted by the association. In the event that such dedication is refused acceptance, such assets shall be granted, conveyed and assigned to any non-profit corporation, association, trust or other organization, to be devoted to purposes and uses that would most nearly reflect the purposes and uses to which they were required to be devoted by the corporation.

ARTICLE X
DURATION

The corporation shall be in duration for a period of fifty (50) years.

ARTICLE XI
AMENDMENTS

Amendment of these Articles shall require the assent of 75 percent (75%) of the entire membership of the corporation.

IN WITNESS WHEREOF, for the purpose of forming this corporation under the laws of the State of Oklahoma, we, the undersigned, constituting the incorporators of this Association, have executed these Articles of Incorporation this 26th day of November, 1975.


Signatures show:
N.D. HENSHAW,
HOWARD K EDWARDS,
LAWRENCE L. MILAM,
LeROY BLACKSTOCK,
JOHN T. FORSYTHE,
STATE OF OKLAHOMA         )
COUNTY OF TULSA               )  ss:
The foregoing instrument was acknowledged before me  this 26th day of November, 1975, N.D. HENSHAW, HOWARD K EDWARDS, LAWRENCE L. MILAM, LeROY BLACKSTOCK, JOHN T. FORSYTHE
Notary Public signature (......) and seal is on there showing  her commission expires Sept 27, 1979.