111111111111	1111111111

OR Bk 6397
Orange Co FL

EXHIBIT HBH
ARTICLES OF INCORPORATION FOR

THE ROSE BAY HOMEOWNERS AS	INC.

27

July 19; 2001

FLORIDA DEPARTMENT OF STATE
Katherine Harris
Secretary  of State

11111111111111111111111111111
OR Bk 6397 Pg 397	1
Orange Co Fl 2001-0533632

BERRY J. WALKER, JR., ESQ. 235 MAITLAND AVENUE SOUTH SUITE 216
MAITLAND, FL 32751

The Articles of Incorporation for THE ROSE BAY  HOMEOWNERS  ASSOCIATION, INC. were filed on July 17, 2001 and assigned document number N01000005108. Please refer to this number whenever corresponding with this office regarding the above corporation. The certification you requested is enclosed.

PLEASE NOTE: COMPLIANCE WITH THE FOLLOWING PROCEDURES IS ESSENTIAL TO MAINTAINING YOUR CORPORATE STATUS. FAILURE TO DO SO MAY RESULT IN DISSOLUTION OF YOUR CORPORATION.
A CORPORATION ANNUAL REPORT/UNIFORM BUSINESS REPORT MUST BE FILED WITH THIS OFFICE BETWEEN JANUARY 1 AND MAY 1 OF EACH YEAR BEGINNING WITH THE CALENDAR YEAR FOLLOWING THE YEAR OF THE FILING DATE NOTED ABOVE AND EACH YEAR THEREAFTER. FAILURE TO FILE THE ANNUAL REPORT/UNIFORM BUSINESS REPORT ON TIME MAY RESULT IN ADMINISTRATIVE DISSOLUTION OF YOUR CORPORATION.

A FEDERAL EMPLOYER IDENTIFICATION (FEI) NUMBER MUST BE SHOWN ON THE ANNUAL REPORT/UNIFORM BUSINESS REPORT FORM PRIOR TO  ITS  FILING WITH THIS OFFICE. CONTACT THE INTERNAL REVENUE SERVICE TO RECEIVE THE FEI NUMBER IN TIME TO FILE THE ANNUAL REPORT/UNIFORM BUSINESS REPORT AT 1-800-829-3676 AND REQUEST FORM SS-4.

SHOULD YOUR CORPORATE MAILING ADDRESS CHANGE, YOU MUST NOTIFY THIS OFFICE IN WRITING, TO INSURE IMPORTANT MAILINGS SUCH AS THE ANNUAL REPORT/UNIFORM BUSINESS REPORT NOTICES REACH YOU.

Should you have any questions regarding corporations, please contact this office at the address given below.
Claretha Golden, Document Specialist
New Filings Section	Letter Number: 701A00042350

Division of Corporations - P.O. BOX 6327 -Tallahassee, Florida 32314

I certify the attached is a true and correct copy of the Articles of Incorporation of THE  ROSE  BAY HOMEOWN ASSOCIATION,  INC., a Florida  corporation, filed on July 17, 2001, as shown by the records of this office.

The docu         number of this corporation is N01000005108.

I IllIII IIIII I I I I II II II I II I  IlI
OR Bk E..39	3972
Orange Co FL

under my hand and the of the State
at Tallahassee, the Capitol this the
of July,	1

CR2E022 (1-99)

f.ia= ,	r·-;,
ARTICLES OF INCORPORATION OF	ij	=,	LJ
THE  ROSE  BAY  HOMEOWNERS ASSOCIATION, I	l JUL 17 PM12 35
The undersigned 1 acting as incorporator of a COl:J2-0.r<?ct;:.ion under the no1:-profi Corpora ion Act of. the State of FlorT w Ll}:td.<b.pts StlR E following  art1cles of incorporation_	H     1 ,.	E FLORIDA
ARTICLE I - NAME

The name of the corporation is THE ROSE BAY HOMEOWNERS ASSOCIATION, INC.

ARTICLE II - EXISTENCE AND DURATION

Existence	of	the Association	shall commence		with the filing	of these	Articles	of	Incorporation	with	the	Secretary	of	State, Tallahassee, Florida.	The Association shall exist in perpetuity.
ARTICLE III - PURPOSES AND POWERS

The purposes for which the corporation is organized are:

I

To operate THE ROSE BAY HOMEOWNERS ASSOCIATION and to undertake the performance of, and to carry out the acts and duties incident to the administration of THE ROSE BAY HOMEOWNERS ASSOCIATION in accordance with the terms, provisions, conditions, and authorizations contained in these Articles, the By-laws of THE ROSE BAY HOMEOWNERS ASSOCIATION, and the Declaration of Covenants, Conditions and Restrictions of Rose Bay recorded among the public records of Orange County, Floridai

To carry out the duties and obligations given by the Declaration of Covenants, Conditions and Restrictions of Rose Bay recorded among the public records of Orange County, Floridai and

To establish By-Laws and Rules and Regulations for the operation of THE ROSE BAY HOMEOWNERS ASSOCIATION and to provide for the formal administration of THE ROSE BAY HOMEOWNERS ASSOCIATION, and to enforce the Declaration of Covenants, Conditions and Restrictions of Rose Bay recorded amo:ig the public records of Orange Co u n t y 1 Florida, and the By-laws of THE ROSE BAY HOMEOWNERS ASSOCIATION.
11111111111111111111111111111
OR   Bk   6397 Pg 3973
1	Orange Co FL 2001-0533632

I1111111111111111111111111111
OR   Bk   6397 Pg   3974
Orange Co FL 2001-0533632

The admission

The Association		shall		operate,	maintain and	manage				the		surface	water		or	stormwater management			system (s)			in	a	manner	consistent vli th			the	St.		Johns		River			Water	Management District				permit			number					40 095-63537-1 requirements		and		applicable				District	rules, and	shall		assist		in the enforcement of the Declaration of Covenants and Restrictions which relate  to  the  surf ace  water  or stormwater management system.

The Association shall levy and collect adequate assessments against members of the Association for the costs of maintenance and operation of the surface water or stormwater management system.

ARTICLE IV - MEMBERSHIP
qualifications	for	members	and	the	manner		of	their shall	be	regulated		by	the	Declaration	of	Covenants,

Conditions records of HOMEOWNERS

and Restrictions of Rose Bay recorded among the public Orange County, Florida, and the By-laws of THE ROSE BAY ASSOCIATION
ARTICLE V - REGISTERED OFFICE

The initial registered office of the corporation shall be at
235 South Maitland Avenue, Suite 216, Maitland, Florida 32751.
ARTICLE VI	REGISTERED AGENT

The initial	registered	agent,		and his address	is Walker,	Jr. 1	235		South	Maitland	Avenue,	Suite	216, Florida 32..c/51.

Berry	J.
Maitland,

ARTICLE VII - MINIMUM NUMBER OF DIRECTORS AND ELECTIONS

The initial board of directors shall consist of at least three members.

The names and addresses of the persons who shall serve as directors until the first annual meeting of members, or until their successors shall have been elected and qualified, are as follows:

Berry J.	Walker, Jr.
235 S. Maitland Ave. #216 Maitland, Florida 32751
Ryan Tudhope
235 S. Maitland Ave., #216 Maitland, Florida 32751

Wallace Tudhope
235	S.	Maitland Ave. #216 Maitland, Florida 32751

2

1\11111111111\IUIIII 1\11111
OR   Bk   6397 Pg 3975
Orange Co FL 2001-05 3632

The method of election of directors shall be as stated in the By Laws of the Corporation.

ARTICLE VIII - OFFICERS

The affairs of THE ROSE BAY HOMEOWNERS ASSOCIATION shall be administered		by	the	following	Off ice  rs,		who shall serve	at	the pleasure	of	the		Board	of Directors	of	THE ROSE	BAY	HOMEOWNERS J:i"SSOCIATION.			The names and addresses of		the	Officers who shall serve until the first election of Officers are as follows:

Berry J.	Walker, Jr.
235 Maitland Avenue South,	
Suite	
216	President/Secretary/Treasurer	
Maitland, Florida 32751				
Wallace W. Tudhope
235 Maitland Avenue South,	
Suite	
216	Vice President	
Maitland, Florida 32751				

ARTICLE IX - INCORPORATOR

The name and address of the initial incorporator is as
follows:
Berry J. Walker, Jr.
235 Maitland Avenue South, Suite 216
Maitland, Florida 32751
ARTICLE X   -	BY-LAWS

The By-laws of THE ROSE BAY HOMEOWNERS ASSOCIATION shall be adopted by the initial Board of Directors. The By-laws may be amended only in accordance with the provisions of such By-laws to be adopted by the initiar Board of Directors, and only in accordance with Florida law. Provided, however, once the By-laws are adopted by the initial  Board  of Directors 1	no portion of the By-laws may be altered I	amended I	or rescinded in such a manner as it wil1 prejudice the rights of West Lake Estates Properties, Ltd., a Florida limited partnership, or Mortgagees of real property located within Rose Bay subdivision as described in the Declaration of Covenants, Conditions and Restrictions of Rose Bay recorded among the public records of Orange County/ Florida.
ARTICLE XI - AMENDMENTS TO ARTICLES

These Articles may be amended in the manner provided for under
Florida Law and the By-laws of THE ROSE BAY HOMEOWNERS ASSOCIATION.

3

IIIIIIllI IIII  111111111111111
OR   Bk   6.397 Pg  3976
Orange Co FL 2001-0533632
ARTICLE XII DISSOLUTION

In the event of termination, dissolution or final liquidation of the Association, the responsibility for the operation and maintenance of the surface water or stormwater management system must be transferred to and accepted by an entity which would comply with Section 40C-42.027, F.A.C., and be approved by the St. Johns River Water Management District prior to such termination, dissolution or liquidation.
IN WITNESS WHEREOF the undersigned have made and subscribed to
these articles of incorporation at Maitland, Orange  County,  Florida, on this  \( (tlr,.        day of  JU l L,J	. 2001.
l

Berry J.	Walker, Jr.
STATE OF FLORIDA
COUNTY OF ORANGE

Before me, the undersigned notary public, the foregoing instrument was sworn to, acknowledged and subscribed to before me this  lli:'day of  ,,Jul	, 2001, by  Berry J. Walker, Jr.,
who did take an oath.

y

Check One:

'Z

He/she is personally known to me; or

y	PUibtTA 8. WALMER

He/she has produced 	as identification.

;My

,., Alicia B Walmer

11

Commi ion CC888685

"-,,

,_,.,• Expires November , 6, 2003

(typ	-printed or stamped name of Notary)
My Commission Expires:

4

IIIII   llll ll\111111111111\I Ill
OR   Bk   6397 Pg  3977
Orange Co FL 2001-0533632
CERTIFICATE DESIGNATING REGISTERED AGENT FOR THE SERVICE OF PROCESS IN THIS STATE

The following	is submitted	in compliance	with laws of	the state of Florida:
THE	ROSE	BAY	HOMEOWNERS	ASSOCIATION,	Inc. 1	a	not-for-profit
corporation organizing under the laws of the State of Florida with its principal office located at 235 South Maitland Avenue, Suite 216, Maitland, Florida 32751, hereby designates Berry J. Walker,  Jr. 1	as its agent at that address to accept service of process within this state.

ACCEPTANCE

I agree as Registered Agent to accept service of processi to keep the office open during prescribed hours; to put my name (and any other officers of said corporation authorized to accept service of process at the above designated address) in some conspicuous place in the office as required by law.

Berry J. Walker, Jr.

STATE OF FLORIDA COUNTY OF ORANGE

BEFORE ME, the undersigned authority, this day personally appeared BERRY J. WALKER, JR., who, after being duly swornr deposes and says that the facts and matters contained above are true and correct anq that he has executed the same for the purpose expressed therein.

WITNESS my hand and official seal in the County and State last aforesaid this day of -°"""''---'--..:....+---' 2001.
, ••, '••, Alicia 6 Walmer

ommission Expires:

*	16 2003

,...	,, M',' Commission CC888S65
',,	. Expires November .
,,.,'l,'JI

,,

( SEAL)

F"'--J
)>   (./';	c::::i
rr-1	c:::::>
rn
)>	(_

r-

:r r::	C:
rt=
):;, >
:...1),,..	i,..,t'!ltl":)111..J'I"
(J)     ---::	-.J
r,~·.

! s

s	r.'"ir_:..

"-·-···
-0

-,,-i-;	:x

l<J)
0-;
:-:-O. p

f'v	C'f..

U1

w

Orn
):>