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I certify from the records of this office that MIAMI URBAN PARTNERS LLC, is a
limited liability company organized under the laws of the State of Florida, filed on
June 13, 2005.
The document number of this company is L05000058257.
I further certify that said company has paid all fees due this office through
December 31, 2005, and its status is active.
CR2E022 (2-03)
Given under my hand and the
Great Seal of the State of Florida
at Tallahassee, the Capitol, this the
Twenty-sixth day of September, 2005
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JUN. 13, 2005 10:524f GREET BERG TRAUR[G
0305000145679 3
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NO. 053 P. 2
ARTICLES OF ORGANIZATION
OF
MIAMI URBAN PARTNERS 1„1..0
a Florida limited liability company
The undersigned, for the purpose of organizing a limited liability company pursuant to
the laws of the State of Florida, does hereby adopt the following Articles of Organization, and
does hereby agree and certJiy as follows:
ARTICLE I- NAME
The name of the limited liability company shall be MIAMI URBAN PARTNERS LLC
(the *Company").
ARTICLE IT- COMMENCEMENT OF EXISTENCE
This Company shall commence existence on the date these Articles of Organization are
accepted and filed with the Florida Department of' State and shall continue until terminated In
accordance with the Operating Agreement of the Company.
ARTICLE III- MAILING ADDRESS AND STREET ADDRFSS OF PRINCIPAL OFFICE
The mailing address and the street address of the principal office of the Company shall
be 200 Pasadena Place, Oriando, Florida, 32803.
ARTICLE IV- INITIAL REGISTERED OFFICE AND AGENT
The Initial registered office of the Company shall be located at 200 Pasadena Place,
Orlando, Florida, 32803 and the initial registered agent of the Company at that address shall be
Stephen E. Brandon. The Company may change its registered agent or the location of its
registered office, or both, from time to time without amendment to these Articles of
Organization.
ARTICLE V PURPOSES AND GENERAL POWERS
The purpose for which the Company is organized Is to engage in any and_e1i businesses
and activities permitted by the laws of the State of Florida. The Company shall 1-raye etrot the
powers vested in a limited liability company organized and existing by virtue of such"laws.
ARTICLE VI- MANAGEMENT
The management of the Company is reserved to its Members.
ARTICLE WE- AMENDMENT
The Company reserves the right to amend or repeal any provisions contained in these
Articles of Organization, or any amendment hereto, and any right conferred upon the Members
emb x45579 3
JUN. 13. 2505 -10:52Am GREENBERG TRAURIG
NO. 053 P. 3
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Is subject to this reservation, which amendment or repeal stall only be effectuated by the
unanimous written approval of all Members of the Company or as otherwise provided in an
Operating Agreement for the Company,
ARTICLE VIII- ADOPTION OF DPERATING AGREEMENT
The Company shall adopt an Operating Agreement for the Company, which may contain
any provisions for the regulation and management of the business and affairs of the Company
not inconsistent with these Articles of Organization, or Chapter 608 of the Florida Statutes,
ARTIER D(- READINGS AND CAPTIONS
The headings or captions of these various Articles of Organization are inserted for
convenience and none of them shall have any farce or effect, and the interpretation of the
various articles shall not be influenced by any of said headings or captions.
IN WITNESS WHEREOF, the undersigned Member does hereby make and file these
Articles of Organization declaring and certifying that the facts. stated herein are true, and
hereby subscribes thereto and hereunto sets lts hand and seal this day of June, 2005.
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R05000145679 3
JUN. 13. 2005 10;52AM GREENBERG TRAURIG
01105000i45619 3
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NO. 053 P. 4
EZELEIMEJIAffiNT CERTIFICATE OF ACCEPTANCR
In compliance with Section 608.415, Finrida Statutes, the following Es submitted:
MIAMI URBAN PARTNERS 1..0 (the "Company") desiring to organize as a domestic
limited liability company or qualify under the laws of the State of Florida has named and
designated STEPHEN E. BRANDON as its Registered Agent to accept 5ervlce of process within
the State of Florida with its registered office located at 200 Pasadena Place, Orlando, Florida,
32803.
ACCEPTANCE
Having been named as Registered Agent for the Company at the place designated in
this Certificate, I hereby agree to act In this capacity; and I am familiar with and accept the
obligations of that position as set forth In Chapter 608r Florida SietuIes, as the same may apply
to the Company.
Dated this day of June, 2t}05.
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