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HomeMy WebLinkAboutcorporate documentsMINUTES OF THE ORGANIZATIONAL MEETING OF MEMBERS OF BRAZOS TEXAS LAND DBVEL01'MENT, LLC The organizational meeting of members of the above captioned Limited Liability Company was held at the offices of the Company on the date of December 5, 2007. There were present the following members: SALIM M. ISMAIL 6002 AUGUSTA CIRCLE COLLEGE STATION, TEXAS 77845 SHIREHN ISMAIL 6002 AUGUSTA CIRCLE COLLEGE STATION, TEXAS 77845 The meeting was called to order by Chairman SALIM ISMAIL. It was moved, and unanimously carried that SALIM ISMAIL act as Chairman and as Secretary. The chairman then stated that all of the outstanding membership interest of the Limited Liability Company was represented. The Chairman noted that it was in order to consider electing the Managing Member for the ensuing year and approving the Company Agreement. Upon nominations duly made, and unanimously carried, the following person was elected as the Managing Member of the Limited Liability Company, to seine for a period of one year and wltil such time as his successors are elected and qualify: SALIM ISMAIL The Secretary then presented a proposed form of Company Agreement for the regulation and management of the affairs of the Limited Liability Company prepared by J. Fred Bayliss, P.C., counsel to BRAZOS TEXAS LAND DEVELOPMENT, LLC. The proposed regulations were read at the meeting, considered and upon motion duly made, seconded and unanimously adopted, it was: RESOLVED, that the form of Company Agreement submitted and reviewed at this meeting are adopted as the Company Agreement of this Limited Liability Company. By the signing of these minutes the members hereby consent, confirm, adopt, ratify and approve of the holding of the above meeting, the actions taken in such meeting and waive receipt of notice of such meeting by their signatories. cfhuVooyB]kA1t%RA7.OSTEXAS LAND DCVCLOI'MLNTM eigejMtai. L-d Z69ZZ9Z6L6 Wfd d80:L0 OL 9L unr There being no further business to come before the meeting, upon motion duly made, seconded and unanimousty carried it was adjourned. DATED: December 5, 2007. SAL IM ISMAIL, Managing Member, Chairman/Secretary SHIREEN ISMAIL, Member dnnd A%p@JlclllcZRA7AS TEXAS [ANA DFWL.OPMENTWii*k&. lcm. 2 9'd Z69ZZ9Z6L6 Wfd d90:LO OL SL cnf Secretary of State Filed in the Office of the P.O. Box 13697 Secretary of State of Texas 'Austin, TX 78711-3697 - Filing 800905991 1210512007 SAX: 5121463-5709 Document M 195161770002 Certificate of Formation Image Generated Electronically Filing Fee: $300 i Limited Liability Company for Web Filing Article 1 Entity Name and TVpe The filing entity being formed is a limited liability company. The name of the entity is: Brazos Texas Land Development, LLC rho name of the entity must contain the words 'Limited Liability Company' or "Limited Company," or an accepted abbreviation of such terms. The . name must not be the same as, deceptively similar to or similar to that of an existing corporate, limited liability company, cr limited partnership name on file with the secretary of state. A preliminary check for "name avellablllty" is recommended. Article 2 - Registered Agent and Registered Office iI-A. The initial registered agent is an organization (cannot be company named above) by the name of: OR ;B. The initial registered agent is an individual resident of the state whose name is set forth below: Name: Salim M Ismail C. The business address of the registered agent and the registered office address is. Street Address: 1203 University Drive East College Station TX 77840 F.A. The limited liability company is to be managed by managers. OR 176. The limited liability company will not have managers. Management of the company is reserved to the members. The names and addresses of the governing persons are set forth below: ;Manager 9: Salim M. Ismail ;Title: Manager Address: 6002 Augusta Circle College Station TX, USA 77845 The purpose for which the company is organized is for the transaction of any and all lawful business for which limited liability companies may be organized under the Texas Business Organizations Code. supplemental The attached addendum, if any, is incorporated herein by reference.) 9•d Z69ZZ9Z6L6 W1d dL0 l0 01. 91, unp Organizer - ;The name and address of the organizer are set forth below. J. Fred Bayliss 1721 Birmingham Drive. Ste. 206, College Station, Texas 77845 Effectiveness of Filing rA. This document becomes effective when the document is filed by the secretary of state. OR This document becomes effective at a later date, which is not more than ninety (90) days from the date of its . signing. The delayed effective date is: The undersigned signs this document or fraudulent instrument. J. Fred Bayliss Signature of Organizer FILING OFFICE COPY to the penalties imposed by law for the submission of a materially false . 9'd Z69ZZ9Z6L6 Wfd d80:60 Ol 9l unr RESOLUTION OF VEERANI, L.L.C., A TEXAS LIMITED LIABILITY COMPANY RESOLVED, that NASIR VEERANI, MANAGER of VEERANI, L.L.C., a Texas limited liability company is hereby authorized and directed to execute and accept all documents and instruments necessary in order for VEERANI, L.L.C., and to act on its behalf in dealing with the City of College Station on rezoning, platting, replatting, and any other development issues, for any property owned by VEERANI, L.L.C.. RESOLVED, that NASIR VEERANI, MANAGER of VEERANI, L.L.C., is authorized and directed to execute and accept all documents and instruments necessary to carry out the purpose of this Resolution. VEERANI, L.L.C., A TEXAS LIMITED LIABILITY COMPANY BY: C--.;> (*e NASIR VEERANI, MANAGER THE STATE OF TEXAS COUNTY OF BRAZOS This instrument was acknowledged before me, the undersigned authority, on this the j thday of AUGUST, 2010, by NASIR VEERANI, MANAGER of VEERANI, L.L.C., a Texas limited liability company, on behalf of said Limited Liability Company, and in the capacity therein stated. r MEREDITH MICHELLE CARRIKER M-14 h '4 ka Notary Public, State of Texas °c' My Commission Expires NOTARY PUBLIC, STATE OF TF S July 27, 2013 a\Mo\MVoRMS\RESOLUTIoN\VEERANI RESOLUTION FOR CRY OF COLLEGE - REZONING scretary of State 0. Box 13697 tstin, TX 78711-3697 kX: 512/463-5709 I Fee: $300 - ~Ss~t? r1,i. w tpn~~ ~t`•. Certificate of Formation Limited Liability Company Filed in the Office of the Secretary of State of Texas Filing 800800967 0411212007 Document 166860310003 Image Generated Electronically for Web Filing the filing entity being formed is a limited liability company. The name of the entity is: Veerani. L.L.C. fhe name of the entity must contain the words "Limited Liability Company' or "Limited Company," or an accepted abbreviation of such terms. The isms must not be the same as, deceptively similar to or similar to that of an existing corporate, limited liability company, or limited partnership lame on file with the secretary of state. A preliminary _check for "name availability' is recommended. 1A. The initial registered agent is an organization (cannot be company named above) by the name of- OR B. The initial registered agent is an individual resident of the state whose name is set forth below: Nasir Veerani - C. The business address of the registered agent and the registered office address is: 444 Spring Meadows College Station TX 77846 . - - - _ .1 -JA. The limited liability company is to be managed by managers. OR MiB. The limited liability company will not have managers. Management of the company is reserved to the members. . . . .The names and addresses of the governing persons are set forth below: - ' `Manager t: Nasir Veerani :Title: Manager Address: 4444 Spring Meadows College Station TX, USA 77845 - - purpose for which the company is organized is for the transaction of any and all lawful business for which limited ity companies may be organized under the Texas Business Organizations Code. name and address of the organizer are set forth below, Pie Douglass 3002 Texas Ave. South, Colleae Station, TX 77845 ~iA. This document becomes effective when the document is filed by the secretary of state. OR I JB. This document becomes effective at a later date, which is not more than ninety (90) days from the date of its ;signing. The delayed effective date is: ExecUtIoll ;-The undersigned signs this document subject to the penalties imposed by law for the submission of a materially false `-or fraudulent instrument. j ;Noble Douglass ''Signature of Organizer FILING OFFICE COPY Pe1er39n*SW9arin9en,L.._ @ 003/004 05/07/2007 16:30 FAX 5r36809991 _ FILED in the office of the Secretary of State of Texas MAY o 7 2007 CERTIFICATL OF AMENDMENT TO THE CERTIFICATE OF FORMATION OP corporations Section VEEItANI, LLC A LIMITED LIABILITY COMPANY This certi#loate of amendment is submitted for filing pursuant to the applicable provisions of the Texas Business Organizations Code. Article I ~ Entity Name and Type no name of the entity As shown in the records of the secretary of state and the type of filing entity are: Veerani, LLC, a Texas limited liability company (hereinafter "Company"). The Company's date of formation is April 12, 2007, and its assigned file number is 600800967. Ardele II - Other Amendments to Certificate of Formation This restated certifioate of formation amends the certificate of formation. Set forth below is an identification by reference or description of each added, altered, or deleted provision. 1. The certificate of formation is amended by the alteration of the provisions identified or referenced below, A ihll text version of each altered provision so identified or referenced follows: Article 3 Governing Authority The limited liability company is to be managed by managers. The names and addresses of the governing persons are act forth below: Manager 01: Nasir Veereni Title: Manager Address: 4444 Spring Meadows, College Statiot4 Texas, USA, 77845 Article 1U - Approval of Amendisentts This filing: amending the certificate of formation has been approved in the manner squired by the Code and by the governing documents of the Company. Article IV - Effective Date of Filing This certificate of formation becomes effective when the document is filed by the secretary of state. 05/0712007 1s:30 FA j788809991 PetersonHwearinge C Article V - Execution IZ 004/004 Th's document is signed subject to the penalties imposed by law for the submission of a materially false or fraudulent instrurncnt. Date: MV 7. = Vaerani, LLC Ta-*W.Veerg Me.side-nt, Manager end Authorized Member i i I