Registration of Securities Issued in a Business-Combination Transaction — Form S-4
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-4 Wci Communities, Inc. Etal 272 1.46M
2: EX-1.1 Purchase Agreement 50 199K
3: EX-3.1 Certificate of Inc.: Wci Communities as Amended 19 73K
12: EX-3.10 C.O.I.: Wi Ultracorp of Florida, Inc. 1 29K
13: EX-3.11 A.O.I.: Bay Colony of Naples, Inc. 2 32K
14: EX-3.12 A.O.I.: Bay Colony Realty Associates, Inc. 1 26K
15: EX-3.13 A.O.I.: Communities Amenities, Inc. 3 32K
16: EX-3.14 A.O.I.: Communities Home Builders, Inc. 3 32K
17: EX-3.15 A.O.I.: Coral Ridge Communities, Inc. 4 37K
18: EX-3.16 A.O.I.: Coral Ridge Properties, Inc. 7 46K
19: EX-3.17 A.O.I.: Coral Ridge Realty, Inc., as Amended 12 61K
20: EX-3.18 A.O.I.: Coral Ridge Realty Sales, Inc. 9 50K
21: EX-3.19 A.O.I.: Financial Resources Group, Inc. 3 31K
4: EX-3.2 Restated C.O.I.: Bay Colony-Gateway, Inc. 17 77K
22: EX-3.20 A.O.I.: Florida Design Communities, Inc. as Amend 7 44K
23: EX-3.21 A.O.I.: Florida Lifestyle Management Co., as Amndd 10 45K
24: EX-3.22 A.O.I.: Florida National Properties, Inc. 4 36K
25: EX-3.23 A.O.I.: Gateway Communities, Inc. 2 32K
26: EX-3.24 A.O.I.: Gateway Communications Services, Inc. 2 31K
27: EX-3.25 A.O.I.: Gateway Realty Sales, Inc. 3 31K
28: EX-3.26 A.O.I.: Heron Bay, Inc. 4 36K
29: EX-3.27 A.O.I.: Heron Bay Golf Course Properties, Inc. 4 36K
30: EX-3.28 A.O.I.: Jyc Holdings, Inc. 3 33K
31: EX-3.29 A.O.I.: Livingston Naples, Inc., as Amended 4 35K
5: EX-3.3 Certificate of Formation of Communities Finance 4 31K
32: EX-3.30 A.O.I.: Livingston Road, Inc. 3 34K
33: EX-3.31 A.O.I.: Marbella at Pelican Bay, Inc. 3 33K
34: EX-3.32 A.O.I.: Pelican Bay Properties, Inc. 3 34K
35: EX-3.33 A.O.I.: Pelican Landing Communities, Inc. 1 29K
36: EX-3.34 A.O.I.: Pelican Landing Properties, as Amended 9 44K
37: EX-3.35 A.O.I.: Pelican Marsh Properties, Inc. 2 30K
38: EX-3.36 A.O.I.: Sarasota Tower, Inc. 3 33K
39: EX-3.37 A.O.I.: Sun City Center Realty, Inc., as Amended 8 41K
40: EX-3.38 A.O.I.: the Colony at Pelican Landing Golf Club 2 33K
41: EX-3.39 A.O.I.: Tarpon Cove Yacht & Racquet Club, Inc. 5 40K
6: EX-3.4 C.O.I.: First Fidelity Title, Inc. 12 62K
42: EX-3.40 A.O.I.: Tarpon Cove Realty, Inc. 2 30K
43: EX-3.41 A.O.I.: Watermark Pools, Inc. 3 33K
44: EX-3.42 A.O.I.: Watermark Realty Referral, Inc., as Amndd 5 38K
45: EX-3.43 A.O.I.: Wci Communities Property Management, Inc. 3 33K
46: EX-3.44 A.O.I.: Wci Golf Group, Inc. 3 34K
47: EX-3.45 A.O.I.: Wci Homes, Inc. 3 33K
48: EX-3.46 A.O.I.: Wci Realty, Inc. 2 30K
49: EX-3.47 A/R By-Laws: Wci Communities, Inc. 14 74K
50: EX-3.48 A/R By-Laws: Bay Colony-Gateway, Inc. 29 82K
51: EX-3.49 Limited Liability Co Agreement: Comm Fin Co, LLC 10 60K
7: EX-3.5 Certificate of Formation of Panther Developments 3 31K
52: EX-3.50 By-Laws of First Fidelity Title, Inc. 28 75K
53: EX-3.51 Limited Liability Co Agreement: Panther Develop 9 61K
54: EX-3.52 By-Laws of Pelican Landing Golf Resort Ventures 13 72K
55: EX-3.53 By-Laws of Sun City Center Golf Properties, Inc. 16 74K
56: EX-3.54 By-Laws of Tiburon Golf Ventures, Inc. 12 63K
57: EX-3.55 By-Laws of Watermark Realty, Inc. 16 74K
58: EX-3.56 By-Laws of Wi Ultracorp of Florida, Inc. 10 59K
59: EX-3.57 By-Laws of Bay Colony of Naples, Inc. 14 74K
60: EX-3.58 By-Laws of Bay Colony Realty Associates, Inc. 10 52K
61: EX-3.59 By-Laws of Communities Amenities, Inc. 7 51K
8: EX-3.6 C.O.I.: Pelican Landing Golf Resort Ventures, Inc. 4 40K
62: EX-3.60 By-Laws of Communities Home Builders, Inc. 7 51K
63: EX-3.61 By-Laws of Coral Ridge Communities, Inc. 7 50K
64: EX-3.62 By-Laws of Coral Ridge Properties, Inc. 18 50K
65: EX-3.63 By-Laws of Coral Ridge Realty, Inc. 11 54K
66: EX-3.64 By-Laws of Coral Ridge Realty Sales, Inc. 10 55K
67: EX-3.65 By-Laws of Financial Resources Group, Inc. 14 74K
68: EX-3.66 By-Laws of Florida Design Communities, Inc. 16 71K
69: EX-3.67 A/R By-Laws of Florida Lifestyle Management Co 25 64K
70: EX-3.68 By-Laws of Florida National Properties, Inc. 7 50K
71: EX-3.69 By-Laws of Gateway Communities, Inc. 27 72K
9: EX-3.7 C.O.I.: Sun City Center Golf Properties, Inc. 7 47K
72: EX-3.70 By-Laws of Gateway Communications Services, Inc. 16 69K
73: EX-3.71 By-Laws of Gateway Realty Sales, Inc. 13 71K
74: EX-3.72 By-Laws of Heron Bay, Inc. 7 50K
75: EX-3.73 By-Laws of Heron Bay Golf Course Properties, Inc. 16 74K
76: EX-3.74 By-Laws of Jyc Holdings, Inc. 7 50K
77: EX-3.75 By-Laws of Livingston Naples, Inc. 7 51K
78: EX-3.76 By-Laws of Livingston Road, Inc. 7 50K
79: EX-3.77 By-Laws of Marbella at Pelican Bay, Inc. 7 53K
80: EX-3.78 By-Laws of Pelican Bay Properties, Inc. 11 44K
81: EX-3.79 By-Laws of Pelican Landing Communities, Inc. 7 50K
10: EX-3.8 C.O.I.: Tiburon Golf Ventures, Inc. 4 40K
82: EX-3.80 By-Laws of Pelican Landing Properties, Inc. 16 71K
83: EX-3.81 By-Laws of Pelican Marsh Properties, Inc. 10 52K
84: EX-3.82 By-Laws of Sarasota Tower, Inc. 7 51K
85: EX-3.83 A/R By-Laws of Sun City Center Realty, Inc. 26 65K
86: EX-3.84 By-Laws of the Colony at Pelican Landing Golf Club 21 77K
87: EX-3.85 By-Laws of Tarpon Cove Yacht & Racquet Club, Inc. 27 77K
88: EX-3.86 By-Laws of Tarpon Cove Realty, Inc. 10 52K
89: EX-3.87 By-Laws of Watermark Pools, Inc. 7 50K
90: EX-3.88 By-Laws of Watermark Realty Referral, Inc. 16 74K
91: EX-3.89 By-Laws of Wci Communities Property Management 7 50K
11: EX-3.9 C.O.I.: Watermark Realty, Inc., as Amended 8 40K
92: EX-3.90 By-Laws of Wci Golf Group, Inc. 7 51K
93: EX-3.91 By-Laws of Wci Homes, Inc. 7 51K
94: EX-3.92 By-Laws of Wci Realty, Inc. 11 55K
95: EX-4.1 Indenture 152 669K
96: EX-4.3 Registration Rights Agreement 32 132K
97: EX-5.1 Opinion of Simpson Thacher & Bartlett 6 39K
98: EX-9.1 Investors' Agreement, Dated as of November 30, 98 27 108K
99: EX-9.2 First Amendment to Investors' Agreement 8 49K
100: EX-10.1 Primary Tax Allocation Agreement 12 60K
101: EX-10.2 3rd Con A/R Senior Secured Facilities Credit Agrmt 137 497K
102: EX-10.3 Employment Agreement: Don E. Ackerman 10 54K
103: EX-10.4 Employment Agreement: Alfred Hoffman, Jr. 11 61K
104: EX-12.1 Statement Re Computation of Ratios 1 29K
105: EX-21.1 Subsidiaries 2 30K
106: EX-23.2 Consent of Pricewaterhousecoopers LLP 1 27K
107: EX-23.3 Consent of Kpmg LLP 1 27K
108: EX-25.1 Form T-1 13 60K
109: EX-99.1 Form of Letter of Transmittal 14 95K
110: EX-99.2 Notice of Guaranteed Delivery 3 36K
EX-3.62 — By-Laws of Coral Ridge Properties, Inc.
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Exhibit 3.62
BY-LAWS
of
CORAL SPRINGS CONSTRUCTION COMPANY, INC.
Article I.
MEETING OF STOCKHOLDERS
Sec. 1. ANNUAL MEETING. The annual meeting of Stockholders shall be
held at the principal office of the Corporation, in the City of Coral Springs,
Florida at 9500 West Sample Road or at such other places as the Board of
Directors may from time to time determine, on the l5th day of January of each
year, at ten o'clock in the fore noon of that day. If the day so designated
falls upon a Sunday or a legal holiday, then the meeting shall be held upon the
first business day thereafter. The Secretary shall serve personally, or by mail
a written notice thereof, not less than ten nor more than forty days previous to
such meeting addressed to each stockholder at his address as it appears on the
stock book; but at any meeting at which all stockholders shall be present, or of
which all stockholders not present have waived notice in writing, the giving of
notice as above required may be dispensed with.
8
Sec. 2. SPECIAL MEETINGS. Special Meetings of Stockholders other than
those regulated by statute, may be called at any time by a majority of the
Directors. Notice of such meeting stating the purpose for which it is called
shall be served personally or by mail, not less than 10 nor more than 60 days
before the date set for such meeting. If mailed, it shall be directed to a
stockholder at his address as it appears on the stock book; but at any meeting
at which all stockholders shall be present, or of which stockholders not present
have waived notice in writing, the giving of notice as above described may be
dispensed with. The Board of Directors shall also, in like manner, call a
special meeting of stockholders whenever so requested in writing by stockholders
represented not less than one-half of the capital stock of the company. The
President may in his discretion call a special meeting of stockholders upon ten
days notice. No business other than that specified in the call for the meeting,
shall be transacted at any meeting of the stockholders, except upon the
unanimous consent of all the stockholders entitled to notice thereof.
Sec. 3. VOTING. At all meetings of the Stockholders of record having
the right to vote, each stockholder of the Corporation is entitled to one vote
for each share of stock having voting power standing in the name of such
stockholder on the books of the company. Votes may be cast in person or by
written authorized proxy.
9
Sect. 4. PROXY. Each proxy must be executed in writing by the
stockholder of the Corporation or his duly authorized attorney. No proxy shall
be valid after the expiration of eleven months from the date of its execution
unless it shall have specified therein its duration.
Every proxy shall be revocable at the discretion of the person
executing it or of his personal representatives or assigns.
Sec. 5. QUORUM. The presence in person or by proxy, of the holders of a
majority of the stock issued and outstanding entitled to vote shall be necessary
to constitute a quorum at all meetings of the stockholders for the transaction
of business, but a lesser number may adjourn to some future time by giving at
least 5 days written notice to each stockholder entitled to vote who was absent
from such meeting.
10
Sec. 5. QUORUM.
The number of shares of any class having voting power, the holders of
which shall be present in person or represented by proxy at any meeting of the
stockholders in order to constitute a quorum for the transaction of any business
or any specified item of business shall be a majority of the holders of the
outstanding capital stock.
If a quorum shall not be present or represented, the stockholders
entitled to a vote thereat, present in person or represented by proxy, shall
have power to adjourn from time to time the meeting until a quorum shall be
present or represented. At such adjourned meeting at which a quorum shall be
present or represented any business or any specified item of business may be
transacted which might have been transacted at the meeting as originally
notified.
The number of votes or consents of the holders of any class of stock
having voting power which shall be necessary for the transaction of any business
or any specified item of business at any meeting of stockholders, including
amendments to the certificate of incorporation, or the given of any consent,
shall be a majority of the holders of the outstanding capital stock.
11
Article II.
DIRECTORS
Sec. 1. NUMBER. The affairs and business of this Corporation shall be
managed by a Board of Directors composed of five members who need not be
stockholders of record, and at least one of such Directors shall be a resident
of the State of Florida and a citizen of the United States.
Sec. 2. HOW ELECTED. At the annual meeting of stockholders, the five
persons receiving a plurality of the votes cast shall be directors and shall
constitute the Board of Directors for the ensuing year.
Sec. 3. TERM OF OFFICE. The term of office of each of the Directors
shall be one year, and thereafter until his successor has been elected.
Sec. 4. DUTIES. The Board of Directors shall have the control and
general management of the affairs and business of the corporation. Such
Directors shall in all cases act as a Board, regularly convened, by a majority,
and they may adopt such rules and regulations for the conduct of their meetings
and the management of the Company, as they may deem proper, not inconsistent
with these By-Laws and the Laws of the State of Florida.
Sec. 5. DIRECTORS' MEETINGS. Regular meetings of the Board of Directors
shall be held immediately following
12
the annual meeting of the Stockholders, and at such other times as the Board of
Directors may determine. Special meetings of the Board of Directors may be
called by the President at any time, and shall be called by the President or the
Secretary upon the written request of three directors.
Sec. 6. NOTICE OF MEETINGS. Notice of meetings, other than the regular
annual meeting shall be given by service upon each Director in person, or by
mailing to him at his last known post office address, at least two days before
the date therein designated for such meeting, including the day of mailing, of a
written or printed notice thereof specifying the time and place of such meeting,
and the business to be brought before the meeting and no business other than
that specified in such notice shall be transacted at any special meeting. At any
meeting at which every member of the Board of Directors shall be present,
although held without notice, any business may be transacted which might have
been transacted if the meeting had been duly called.
Sec. 7. VOTING. At all meetings of the Board of Directors, each
Director is to have one vote, irrespective of the number of shares of stock that
he may hold. The act of a majority of the directors present at a meeting at
which a quorum is present shall be the act of the Board of Directors.
13
Sec. 8 VACANCIES. Vacancies in the Board occuring between annual
meetings shall be filled for the unexpired portion of the term by a majority of
the remaining Directors.
Sec. 9. REMOVAL OF DIRECTORS. Any one or more of the Directors may be
removed either with or without cause, at any time by a vote of the stockholders
holding a majority of the stock, at any special meeting called for the purpose.
Sec. 10. WAIVER OF NOTICE. Whenever by statute, the provisions of the
certificate of incorporation or these by-laws the stockholders or the Board of
Directors are authorized to take any action after notice, such notice may be
waived, in writing, before or after the holding of the meeting, by the person or
persons entitled to such notice, or, in the case of a stockholder, by his
attorney thereunto authorized.
Sec. 11. QUORUM. At any meeting of the Board of Directors, a majority
of the Board shall constitute a quorum for the transaction of business: but in
the event of a quorum not being present, a less number may adjourn the meeting
to some future time, not more than thirty days later.
14
Sec 11. QUORUM. The number of directors who shall be present at any
meeting of the Board of Directors in order to constitute a quorum for the
transaction of any business or any specified item of business shall be three
(3).
The number of votes of directors that shall be necessary for the
transaction of any business or any specified item of business at any meeting of
the Board of Directors shall be a majority.
If a quorum shall not be present at any meeting of the Board of
Directors, those present may adjourn the meeting from time to time, until a
quorum shall be present.
15
Article III.
OFFICERS.
Sec. 1. NUMBER. The Officers of this Corporation
shall be:-
President. J. P. Taravella
Vice-President. Richard J. Hunt
Secretary. R. L. Hofmann
Treasurer. John E. Flood
Any officer may hold more than one office.
Sec. 2. ELECTION. All officers of the Corporation shall be elected
annually by the Board of Directors at its meeting held immediately after the
meeting of stockholders, and shall hold office for the term of one year or until
their successors are duly elected. Officers need not be members of the board.
The board may appoint such other officers, agents and employees as it
shall deem necessary who shall have such authority and shall perform such duties
as from time to time shall be prescribed by the board.
Sec. 3. DUTIES OF OFFICERS. The duties and powers of the officers of
the Company shall be as follows:
PRESIDENT
The President shall preside at all meetings of the Board of Directors
and Stockholders.
He shall present at each annual meeting of the Stockholders and
Directors a report of the condition of the business of the Company.
16
He shall cause to be called regular and special meetings of the
Stockholders and Directors in accordance with these By-Laws.
He shall appoint and remove, employ and discharge, and fix the
compensation of all servants, agents, employees, clerks of the Corporation other
than the duly appointed officers, subject to the approval of the Board of
Directors.
He shall sign and make all contracts and agreements in the name of the
corporation.
He shall see that the books, reports, statements and certificates
required by the statutes are properly kept, made and filed according to law.
He shall sign all certificates of stock, notes, drafts or bills of
exchange, warrants or other orders for the payment of money duly drawn by the
Treasurer.
He shall enforce these By-Laws and perform all the duties incident to
the position and office, and which are required by Law.
VICE-PRESIDENT.
During the absence or inability of the President to render and perform
his duties or exercise his powers, as set forth in these By-Laws or in the acts
under which this Corporation is organized, the same shall be performed and
exercised by the Vice-President; and when so acting, he shall have all the
powers and be subject to all the responsibilities hereby given to or imposed
upon such President.
17
SECRETARY
The Secretary shall keep the minutes of the meetings of the Board of
Directors and of the Stockholders in appropriate books.
He shall give and serve all notices of the corporation.
He shall be custodian of the records and of the seal, and affix the
latter when required.
He shall keep the stock and transfer books in the manner prescribed by
law, so as to show at all times the amount of capital stock, the manner and the
time the same was paid, in, the names of the owners thereof, alphabetically
arranged, their respective places of residence, their post-office addresses, the
number of shares owned by each, the time at which each person became such owner
and the amount paid thereon; and keep such stock and transfer books open daily
during business hours at the office of the Corporation, subject to the
inspection of any stockholder of the Corporation, and permit such Stockholder to
make extracts from said books to the extent and as prescribed by law.
He shall sign all certificates of stock.
He shall present to the Board of Directors at their stated meetings all
communications addressed to him officially by the President or any officer or
shareholder of the Corporation.
18
He shall attend to all correspondence and perform all the duties
incident to the office of Secretary.
TREASURER
The Treasurer shall have the care and custody of and be responsible for
all the funds and securities of the Corporation, and deposit all such funds in
the name of the Corporation in such bank or banks, trust company or trust
companies or safe deposit vaults as the Board of Directors may designate.
He shall sign, make, and endorse in the name of the Corporation, all
checks, drafts, warrants and orders for the payment of money, and pay out and
dispose of same and receipt therefor, under the direction of the President or
the Board of Directors.
He shall exhibit at all reasonable times his books and accounts to any
director or stockholder of the Company upon application at the office of the
Corporation during business hours.
He shall render a statement of the conditions of the finances of the
Corporation at each regular meeting of the Board of Directors, and at such other
times as shall be required of him, and a full financial report at the annual
meeting of the stockholders.
He shall keep at the office of the Corporation, correct books of
account of all its business and transactions and
19
such other books of account as the Board of Directors may require.
He shall do and perform all duties appertaining to the office of
Treasurer.
Sec. 4. BOND. The Treasurer shall, if required by the Board of
Directors, give to the Corporation such security for the faithful discharge of
his duties as the Board may direct.
Sec. 5. VACANCIES, HOW FILLED. All vacancies in any office, shall be
filled by the Board of Directors without undue delay, at its regular meeting or
at a meeting specially called for that purpose. In the case of the absence of
any officer of the Corporation or for any reason that the Board of Directors may
deem sufficient, the Board may, except as specifically otherwise provided in
these By-Laws, delegate the powers or duties of such officers to any other
officer or director for the time being, provided a majority of the entire Board
concur therein.
20
Sec. 6. COMPENSATION OF OFFICERS. The officers shall receive such
salary or compensation as may be determined by the Board of Directors.
Sec. 7. REMOVAL OF OFFICERS. The Board of Directors may remove any
officer, by a majority vote, at any time with or without cause.
Article IV.
CERTIFICATES OF STOCK
Sec. 1. DESCRIPTION OF STOCK CERTIFICATES. The certificates of stock
shall be numbered and registered in the order in which they are issued. They
shall be bound in a book and shall be issued in consecutive order therefrom, and
in the margin thereof shall be entered the name of the person owning the shares
therein represented, with the number of shares and the date thereof. Such
certificates shall exhibit the holder's name and the number of shares. They
shall be signed by the President or Vice-President, and countersigned by the
Secretary or Treasurer and sealed with the seal of the Corporation.
Sec. 2. TRANSFER OF STOCK. The stock of the Corporation shall be
assignable and transferable on the books of the Corporation only by the person
in whose name it appears on said books, his legal representatives or by his duly
authorized agent. In case of transfer by attorney, the power of attorney,
21
duly executed and acknowledged, shall be deposited with the Secretary. In all
cases of transfer, the former certificate must be surrendered up and cancelled
before a new certificate be issued. No transfer shall be made upon the books of
the Corporation within ten days next preceding the annual meeting of the
shareholders.
Sec. 3. LOST CERTIFICATES. If a stockholder shall claim to have lost or
destroyed a certificate or certificates of stock issued by the Corporation, the
Board of Directors may direct at its discretion, a new certificate or
certificates issued, upon the making of an affidavit of that fact by the person
claiming the certificate of stock to be lost or destroyed, and upon the deposit
of a bond or other indemnity in such form and with such sureties if any as the
Board may require.
Article V.
Sec. 1. Seal. The seal of the Corporation shall be as follows: --
"CORAL SPRINGS CONSTRUCTION COMPANY, INC., INCORPORATED 1967, STATE OF FLORIDA."
22
Article VI.
D i v i d e n d s
Sec. 1. WHEN DECLARED. The Board of Directors shall by vote declare
dividends from the surplus profits of the Corporation whenever, in their
opinion, the condition of the Corporation's affairs will render it expedient for
such dividends to be declared.
Sec 2. RESERVE. The Board of Directors may set aside out of the net
profits of the Corporation available for dividends such sum or sums, before
payment of any dividend, as the Board in their absolute discretion think proper
as a reserve fund, to meet contingencies, or for equalizing dividends, or for
repairing or maintaining any property of the Corporation, or for such other
purpose as the Directors shall think conducive to the interests of the
Corporation, and they may abolish or modify any such reserve in the manner in
which it was created.
Article VII.
BILLS, NOTES, ETC.
Sec. 1. HOW MADE. All bills payable, notes, checks, drafts, warrants,
or other negotiable instruments of the Corporation shall be made in the name of
the Corporation, and shall be signed by the Secretary or Treasurer and
countersigned
23
by the President or Vice-President. No officer or agent of the Corporation,
either singly or jointly with others, shall have the power to make any bills
payable, note, check, draft or warrent or other negotiable instrument, or
endorse the same in the name of the Corporation, or contract or cause to be
contracted any debt or liability in the name or in behalf of the Corporation,
except as herein expressly prescribed and provided.
Article VIII.
AMENDMENTS.
Sec 1. HOW AMENDED. These By-Laws may be altered, amended, repealed or
added to by the vote of the Board of Directors of this Corporation at any
regular meeting of said Board, or at a special meeting of Directors called for
that purpose provided a quorum of the Directors as provided by law and by the
Certificate of Incorporation, are present at such regular or special meeting.
These By-Laws, and any amendments thereto and new By-laws added by the Directors
may be amended, altered or replaced by the stockholders at any annual or special
meeting of the stockholders.
24
Article IX.
FISCAL YEAR
Sec.1. The fiscal year shall begin the first day of: January in each
year.
Upon motion duly made and carried the principal office of the
Corporation was fixed at: 9500 West Sample Road in the City of Coral Springs
County of Broward State of Florida or at such other places as the Board of
Directors may from time to time determine.
Secretary
J. P. Taravella
Chairman
James S. Hunt
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