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<br />C.-\PIT.-\L AREA HOUSI:\G FL'iASCE CORPORA. TICS <br /> <br />RESOLUTION RECOyL"\fENDp.;-C A..MEND~lENT A.l'fD RESTATElY1E?"il OF THE <br />ARTICLES OF INCORPOR-\.TION <br /> <br />\VHEREAS The .Articles of Incorporation provide for u1e Corporation's sponsoring local <br />governments to appoint the directors of u1e Corporation to t\vo-year terms; and <br /> <br />\YHEREAS Leng".b.ening to four years &1.d staggering the directors' terms \',ill prevent <br />wholesale turnover on the board &1.d help protect the experience and institutional memory <br />represented on the board; and <br /> <br />'WHEREAS Lengthening and sIaggering the directors' terms requires amending the Articles of <br />Incorporation, \vruch is authorized by section 394.016 of the Local Government Code if all of the <br />sponsoring local governmenTS of the Corporation approve u1e amendment; and <br /> <br />\v1IEREAS Tne number of 2..Inendments to the ..:\..t'1:icles of Incorporation maIces it desirable to <br />restate u1e }\.rticles of Incorporation, as amended, so that the Articles of Incorporation follo\l"ing <br />adoption of the recommended amendment ",ill be set out in a single docwnent; no\v, therefore, <br />be it <br /> <br />RESOL v""ED By the Board of Directors of the Capital.Area Housing Finance Corporation: <br /> <br />1. The attached Restated Arricles of Incorporation, as amended, are recoIT'..mended for <br />approval by the sponsoring loc21 governmenTS. <br /> <br />2. Tne Corporation's legal counsel is directed to furnish a certified copy of this <br />resolution, ",ith the recommended Restated .Articles of Incorporation, as amended, attached, to <br />the governing body of each of the sponsoring local governments for approval by written <br />resolution. <br /> <br />3. Legal counsel is fur-iller directed, when all ofth~ sponsoring local govern..rnents have <br />approved the Restated Articles ofIncorporation, as amended, to inform the Board of Directors of <br />this approval so the Board may adopt the Res"l.3.ted Articles of Incorporation, as amended, and <br />direct their filing ",ith the SecreB-i-Y of State. <br /> <br />4_ Tne Restated .Articles ofIncorporation, as amended, do not affect the terms of office <br />of the cu..rrent Directors, which e:'l.1Jire October 22, 1999. <br /> <br />5. The Board of Directors intends by this Resolution for the directors next appoinred by <br />u~e sponsoring local governments to be appointed to four-ye2I terms and for the directors so <br />