Charter

AMENDED AND RESTATED CHARTER OF
UNION ACRES RESIDENTS ASSOCIATION, INCORPORATED.

This undersigned non-profit corporation, for the purpose of amending and restating its Charter, pursuant to North Carolina General Statutes Ch. 55-A does hereby set forth:

l.The name of the Corporation is Union Acres Residents Association, Incorporated.

2. At a regularly scheduled meeting of the members held on the 19th day of May, 1999, the following Amended and Restated Charter was adopted:

FIRST. The name of this Corporation is Union Acres Residents Association, Incorporated.

SECOND. The period of duration of the corporation shall be perpetual.

THIRD. The purposes for which the corporation is organized are:

(i)To enhance social, cultural economic, educational and spiritual development in the Union Acres community.
(ii)To promote the health, safety and welfare of members of the Union Acres community.
(iii) To promote harmonious cooperation and information exchange among residents and landowners of the Union Acres community.
(iv)To preserve the environmental integrity of Union Acres.
(v) To implement a pre-established development plan for Union Acres as set forth in the By-laws, including the construction of a community center, roads and common property. ,
(vi)To be for exclusively charitable, religious, educational and scientific purposes, including, for such purposes, the making of distributions to organizations that qualify as exempt organizations under section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future U.S. Internal Revenue Law).
(vii) To do all other things that are permitted to be done by a non-profit corporation pursuant to the general statute of North Carolina.

FOURTH: CLASS OF MEMBERS. - The corporation will have the following 4 classes of members:
(i) Participating member entitled to vote. Any lot owner adopted by the membership and adhering to the Covenants & Restrictions for Union Acres and the By-laws and consensus agreements thereof shall be entitled to one vote.
(ii) Associate member. Any associate or resident non-member landowner adopted by consensus of the membership and adhering to the Covenants & Restrictions for Union Acres and the By-laws and consensus agreements hereof shall be a non-voting member.
(iii) Non-resident member. Any non-resident lot owner adopted by consensus of the membership who pays dues and otherwise adheres to the Covenants & Restrictions of Union Acres shall be a non-resident member.
(iv) Suspended member. Any lot owner or resident adopted by consensus of the membership who is found (by the Governing Board or the courts) not to be in compliance with any of the Covenants & Restrictions for Union Acres or the By-laws or agreements thereof shall not be a voting member, until the violation in question is corrected or is addressed to the satisfaction of the Governing Board. Other membership privileges eg. use of cornmon land may also be temporarily suspended by the Governing Board on a case by case basis.

FIFTH. Officers and Trustees of the corporation shall be elected in the manner specified in the By-laws hereof.

SIXTH. The registered office and location of the principle, office of the corporation is at the following address: 990 Heartwood Way, Whittier, N.C. 28789 in the county of Jackson.

SEVENTH. The name of the registered agent of the corporation is Caroline Carr-Starr.

EIGHTH. The number of Trustees constituting the Governing Board shall be from three to twelve and the names and addresses of the persons who served on the Governing Board on he date of this Amendment to the Charter were Caroline Carr-Starr of 990 Heartwood Way, Whittier, N.C. 28789, Becky Henritze of 337 Heartwood Way, Whittier, N.C. 28789, Swa Sapp of 654 Heartwood Way, Whittier, N.C. 28789; and Robert Franz of 600 Heartwood Way, Whittier, N.C. 28789.

NINTH. No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, officers, or other private persons, except that the, corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in the Third Article hereof. No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in (inciuding the publishing or distribution of statements) any political campaign on behalf of any candidate for public office. Notwithstanding any other provision of these articles, the corporation shall not carry on any, other activities not permitted to be carried on (a) by a corporation, contributions to which are deductible under the section 170(c)(2) of the Internal Service Revenue Code of 1954(or the corresponding future provision of any future United Stares Internal Revenue Law.

TENTH. Upon the dissolution of the corporation, the Governing Board shall, after making provision for the payment of all of the liabilities of the corporation, dispose of all the assets of the corporation exclusively for the purposes of the corporation in such manner, or to such organization or organizations organized exclusively for charitable purposes under section 501(c)(3) of the Internal Revenue Code of 1954 (or the corresponding provisions of any future United States Internal Revenue Law). Any such assets not so disposed of shall be disposed by the Court of the Common Pleas of the county in which the principal office of the corporation is located, exclusively for such purposes or to such organizations, as said court shall determine, which are organized and operated exclusively for such purposes.

3. The corporation has members with voting rights. A quorum was present or represented in proxy at the meeting held on the above date, and the said Amended and restated Charter received at least two-thirds of the votes entitled to be cast by members present or represented by proxy at such meetings.

IN TESTIMONY WHEREOF, the corporation has caused this: document to be executed in its name by the President and Secretary this 9th day of December, A.D. 1999.