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<br />" 61A~
<br />.
<br /> SOUTHRIDGE ESTATES HOMEOWNERS ASSOCIATION WATER
<br /> GENERAL PARTNERSHIP
<br /> RESOLUTION
<br /> AUTHORIZING THE CONVEYANCE OF STOCK IN ELIM WATER COMPANY, INC.,
<br /> THE EXECUTION OF A POWER OF A'ITORNEY IN CONNECTION THEREWITH,
<br /> AND THE RATIFICATION OF OFFICIAL ACTS.
<br />, WHEREAS, Southridge Estates Homeowners Association Water General Partnership
<br /> ("Partnership") is a Texas general partnership created, existing and doing business under the
<br />! Texas Uniform Partnership Act which, in the ordinary course of its business, has invested in
<br /> certain debentures and/or capital stock issued by Elim Water Company, Inc. ("Elim"); and
<br /> WHEREAS, prior to the conversi°11rff O~ing Elim debentures to common corporate
<br /> stock, the Partn~rship was the owner oft:wÓ"-Shares ofElim common stock represented by Stock
<br /> Certificate No.6 and the owner of Debenture Nos. 29, 30, 31, 32, 33, 34, 35, 36, 37, 38, 39 and
<br /> 40, isued by Elim in the principal amount of One Thousand Dollars ($1,000.00) each; and
<br /> WHEREAS, the Partnership acknowledges that on or about September 26, 1996, Elim
<br /> converted Debenture Nos. 29, 30, 31, 32, 33, 34, 35, 36, 37, 38, 39 and 40.to common stock,
<br /> resulting in the Partnership's ownership of a total of fiftteen (15) share~ of common 'stock in
<br /> Elim, which ownership is free and clear of any encumbrances or liens and constitutes the only
<br /> interest in Elim owned possessed or controlled by the Partnership; and
<br /> WHEREAS, the Partnership has previously appointed Larry Hall and Jeanette Œbright as its
<br /> mana£ing partner for the purpose of managing and distributing all partnership assets; and
<br />
<br /> WHEREAS, the City of San Marcos ("City") has proposed to purchase, on its own behalf or
<br /> by and through a not for profit entity or entities to be designated by the City, all of the aforesaid
<br /> interests in Elim owned by the Partnership for the purchase price of Four Thousand Two
<br /> Hundred Fifty ($4,250.00) per share or a total of Sixty-three Thousand Seven Hundred Fifty
<br />-- - Dollars (S63,750.00), and
<br /> WHEREAS, the Partnership desires to sell all of its interests in Elim which it presently
<br /> owns as proposed by the City.
<br /> TIffiREFORE, Soutbridge Estates Homeowners Association Water General, Partnership
<br /> resolves as follows:
<br /> (1) The conversion ofElim Debentures Nos. 29,30,31,32,33,34,35,36,37,38,39 and
<br /> 40 to common stock is hereby consented to, approved, ratified and confumed
<br /> (2) That Larry Hall and Jeanette illbright shall continue as managing partners of the
<br /> Partnership.
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