HomeMy WebLinkAboutArt I Tab P - Corporate InformationCERTIFIED COMPANY RESOLUTION
The undersigned hereby certifies that she is the manager of 600 BRICKELL, LLC (the
"Company"), a limited liability company existing under the laws of the State of Florida, that
the following is a true and correct copy of the resolutions adopted by the its members at a
meeting held on ! 15D) 210 G , at the offices of the Company.
RESOLVED by the members of this Company that the Company
consents to and joins in the filing with the City of Miami
Commission an. application .for Major Use Special Permit approval
and zoning district boundary changes of the 600 Brickell project
located at 600-680 Brickell Avenue, Miami, Florida (the
"Applications"); and be it
FURTHER RESOLVED that Gilberto Pastoriza, Esq. and Tony
Recio, Esq. of the law firm of Weiss Serota Helfman Pastoriza et al,
are authorized, directed and empowered to execute any and all
applications, petitions, and other documents pertaining to the
Applications.
The adoption of said resolution was in all aspects legal; and that said resolutions are in full
force and effect and have not been modified or rescinded.
Dated this •Vt"day of January, 2006
600 BRICKELL, LLC
By: Sherlon Investments, LLC
Name: --
perating Manager
State of Florida
County of Miami -Dade
I HEREBY CERTIFY THAT on this day, before me, an officer duly qualified to take
acknowledgments, personally appeared L�;-c--Yc-C'atc,,,.,-the operating manager of 600
Brickell, LLC, a Florida limited liability company, to me personally known> or produced
identification in the form of , and who executed the foregoing
resolution and acknowledged before me that she executed the same for the purposes herein
expressed.
WITNESS my hand and seal in the county and state last aforesaid, this 3 day of January,
2006.
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---------
,.;
JULIA BERTRAND
■ MY COMMISSION # DD 164722
EXPIRES: December 18, 2008
1-800.3NOTARY FL Notary Service & Bonding, Inc.
State of Florida
Department of State
I certify from the records of this office that 600 BRICKELL, LLC is a
limited liability company organized under the laws of the State of
Florida, filed on August 11, 2005.
The document number of this limited liability company is
L05000079525.
I further certify that said limited liability company has paid all fees due
this office through December 31, 2005, and its status is active.
I further certify that said limited liability company has not filed Articles
of Dissolution.
Given under my hand and the Great Seal of
Florida, at Tallahassee, the Capital, this the
Twentieth day of January, 2006
Secretary of State
Authentication ID: 300064193673-012006-L05000079525
To authenticate this certificate,visit the following site, enter this
ID, and then follow the instructions displayed.
www.sunbiz.org/auth.html
98f11/2085 13:23 3058573700
P. LXiRr-% '-� PACE 02
ARTICLES OF ORGANIZATION
OF
600 BRICKELL, LLC
The undersigned, for the purpose of forrning a limited liability company under
the Florida Limited Liability Company Act, Florida Statutes Chapter 608, hereby
makes, acknowledges, and flies the following Articles of Organization.
ARTICLE - NAME
The name of the limited liability company shall be 600 BRICKELL, LLC,.
("Company").
ARTICLE 2 - ADDRESS
The principal place of business of the Company in Florida shall be 600 Brickell
Avenue, #800, Miami, Florida 33131 and the mailing address shall be the same.
ARTICLE 3 - EFFECTIVE DATE
These Articles of Organization shall be effective immediately upon approval of
the Secretary of State, State of Florida.
ARTICLE 4 - DURATION.
Subject to the provisions of Article 8, the Company's existence shall terminate e
no later than 99 years from its date of commencement, unless the Company is earlier
dissolved as provided in these Articles of Organization,
ARTICLE 5 - PURPOSES AND POWERS
on
The general purpose for which the Company is organized is to to engage'in the
business of real estate investments\oommercial real estate rental and to transact any
lawful business for which a limited liability company may be organized under the laws
of the State of Florida. The Company shall have all the powers granted to a limited
liability company under the laws of the State .of Florida.
SPIEGEL & UTRERA, PA.
.amweri LAYERS
1840 CORAL WAY, 4TH FLoon, Mintyn, FL 33145 - (305) 854-6000 - (800) 603-3900 - FACSIMILE (305) 857-3700
• M Lzro ADDREs$ - POST OFFICE Box 450605, Mwyn, FL 33245-0605
0B/1112805 13:13 3058573700
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PAGE 83
a00 BRICKEU , LLC
Page
A49TICLE 6 - REeISTERED OFFICE AND REGISTERED AGENT
The initial address of registered office of this Company is Spiegel & Utrera,
P.A., at 1$40 Southwest 22 Street, 4th Floor, Miami, Florida 33145. The name and
address of the registered agent of this Company is Spiegel & Utrera, P.A., 1840
Southwest 22 Street, 4th Floor, Miami, Florida 33145.
ARTICLE 7 - ADMISSION OF NEW MEMBER$
No additional member(s) shah be admitted to the Company except with the
unanimous written consent of all the member(s) of the Company and upon such terms
and conditions as shall be determined by all the rnember(s). A member may transfer
his or her interest in the Company as set forth in the regulations of the Company, but
the transferee shall have no right to participate in the management of the business and
affairs of the Company or become a member unless all the other member(s) of the
Company other than the member proposing to dispose of his or her interest approve
of the proposed transfer by unanimous written consent.
ARTICLE 8 - TERMINATION OF EXISTENCk
The Company shall be dissolved upon the death, retirement, resignation,
expulsion, bankruptcy, or dissolution of a member or manager, or upon the occurrence
of any other event that terminates the continued membership of a member in the
Company,'unless the business of the Company is continued by the consent of all the
remaining members, provided there are at least one remaining member.
SPIEGEL & UTRERA, P.A.
LAWYERS
www.aracrilawyere.com
1840 CORAL WAY, 4TH FLOOR, MIAMI, PI, 33145 - (305) 854-6000 - (800) 603: 3900 - FACSIMI s (305) 857-3700
MAil IATG AoniEss - Pos'r OPTICS Box 450605, Mara, FL 33245-0605
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PAGE 04
ARTICLE 9 MANAGEMENT
600 ERICKELL, LLC
Page 3
The Company shall be managed by a manager or manager(s) in accordance with
regulations adopted by the member(s) for the management of the business and affairs
of the Company. These regulations may contain any provisions for the regulation and
management of the affairs of the Company not inconsistent with taw or these Articles
of Organization. The names of all such manager(s) who islare to serve as manager(s)
is/are:
Operating ;Manager: Sherlon Investments, LLC
whose addresses shall be the same as the principal office of the Company.
SPIEGEL & UTRERA, P.A.
LAWYERS
w ww . ameril awyez4). corn
1840 CORAL WAY, 4T e FLOOR, MIAMI, FL 33145 - (305) $54-6000 - (800) 603-3900 - FACS E C305) 857-3700
MAILING An bREss - POST OFFICE BOX 450605, Mum, FL 33245-0605
e8/11/2E85 /3.13 3059.573702
�1—=a rs PA�,,F 95
800 BRICKELL LLC
Page 4
IN WITNESS WHEREOF, The undersigned, an authorized representative of the •
members, has made and subscribed these Articles of Organization at Miami, Florida,
for the foregoing uses and purposes, this August 10, 2005.
Elsie SancSI.4.4
Members
presentative of the
ACCEPTANCE OF REGISTEUD AGENT DESIGNATED
IN ARTICLES OF ORGANIZATION
Spiegel & Utrera, P.A., having a business office identical with the registered
office of the Company name above, and having been designated as the Registered
Agent in the above and foregoing Articles of Organization, is familiar ►vith and accepts
the obligations of the position of Registered Agent under Section 608.4155, Florida
Statutes and other applicable Florida Statutes.
Spiegel & Utrera, P.A.
Natalia Utre -, Vice President
SPiEGEL & UTRERAI RA
LAWYERS
,VWW.zmerilawyere.com
1840 CORAL. WAY, 4Til FLOOR, MIAMI, FY. 33145 - (305) 854-6000 - (800) 603-3900 - FACSIMILE (305) 857 3700
M.wo ADDRESS - Posx O�Fic5 Box 450605, MrAMl, FL 33245-0605