AMENDED ARTICLES OF INCORPORATION OF FOREST HILL ASSOCIATION

FIRST: The name of this corporation shall be Forest Hill Association.

SECOND: That the purposes for which the said corporation shall be formed are: (a) To maintain, improve and develop for the use and benefit of its members, all of the common property and all property owned by this corporation located in what is known as “FOREST HILL” and “FOREST HILL COURT”, described more particularly in certain maps recorded in the Office of the County Recorder of the City and County of San Francisco, as follows: Date of Filing Map Book Pages May 8, 1913 G 100 and 101 September 11, 1913 H 2 and 3 September 1, 1915 H 33, 34, and 35 (The property described above being hereinafter called Forest Hill). which shall be the specific and primary purpose for which this corporation was formed. (b) To purchase, acquire, own, hold, use, lease, rent, sell, exchange, subdivide, improve, construct, operate and deal in real or personal property or mixed as an incident to the main purposes of the corporation. (c) To collect from members such sums as may be due under any general or specific contract or agreement with members for the purpose of creating funds to meet the expenses incurred in carrying out the purposes of this corporation; also to raise other funds as the Board of Directors may determine. (d) To enforce when it is proper and in the best interests of the corporation, the restrictions, conditions, covenants, charges and agreements now existing and created or which may hereafter at any time be created for the benefit of the lots in said tract or to which said lots are or may hereafter at any time be subject. (e) To maintain bank accounts and borrow money. (f) To carry on any activity whatsoever which this corporation may deem proper or convenient in connection with any of the foregoing purposes. This corporation shall have the power to exercise all of the powers conferred by the General Nonprofit Corporation Law of California upon nonprofit corporations, as such law is now in effect or may at any time hereafter be amended. Nothing contained in the foregoing statement of purposes shall be construed to authorize this corporation to carry on any activity for the profit of its members or to distribute any gains, profits or dividend to any of its members as such except upon dissolution or winding up.

THIRD: This corporation is organized pursuant to the General Nonprofit Corporation Law of the State of California.

FOURTH: The county in the State of California where the principal office for the transaction of business of this corporation is to be located is the City and County of San Francisco.

FIFTH: This corporation shall have perpetual existence.

SIXTH: The number of directors of this corporation shall be seven (7) to be elected by the members at a meeting of such members to be held at least once a year at a time and place and in a manner designated in the by-laws. The directors shall have not less than nine (9) regular meetings each year at the time and place set forth in the by-laws. The exercise of the specific and general powers and purposes of this corporation shall be vested in the directors and they are specifically authorized to defend and protect this corporation and the general membership thereof from any actions, encroachments, installations, alterations, or lack thereof, by any parties, groups, associations or political bodies that would in any way affect or alter the property or well-being of this corporation or its general membership in any manner. A majority of the directors shall constitute a quorum. The by-laws shall specify the officers of this corporation who shall be selected by the directors.

SEVENTH: All persons who are record owners of lots in FOREST HILL shall be eligible to be members of this corporation. Persons who are members of the corporation on April 30, 1966 shall continue to be members and the by-laws shall provide for the manner in which other persons shall become members in the future. Where title is held in more than one name, the titleholders may designate one of them to exercise voting rights and shall so advise the directors of this corporation. The titleholder (or titleholders collectively if there be more than one) shall have one (1) vote for each even multiple of three thousand three hundred thirty three (3,333) square feet of real property owned in FOREST HILL, but in no event less than one (1) vote and there shall be no fractional votes for amounts in excess of such even multiples of three thousand three hundred thirty three (3,333) square feet. The bylaws may contain provisions regulating the right to vote depending on whether or not the member has paid to the corporation his dues or assessments. The by-laws shall provide for the time, place and manner of calling, conducting and giving notice to members of meetings. Members may vote in person or by proxy. The presence in person or by proxy of thirty five (35) percent of the voting power of the corporation shall constitute a quorum of the transaction of business and a majority of a quorum shall control in all matters except that it shall require not less than twenty five (25) percent of the voting power of the corporation to elect directors. The by-laws may be amended by the unanimous vote of the directors or by a majority of the voting power of the corporation.

EIGHTH: That the names and residences of the directors who were selected for the first year and until their successors were elected and accepted office as follows, to wit:

Names Whose Residence is Names Whose Residence is:

H.H. Allen, San Francisco, Cal.
M. Fisher, San Francisco, Cal.
S.A. Clarke, San Francisco, Cal.
Joy Lichtenstein, San Francisco, Cal.
A.H. Martin, San Francisco, Cal.
E. C. Young, San Francisco, Cal.
F.C. Van Schaick, San Francisco, Cal.

The undersigned member(s) of FOREST HILL ASSOCIATION hereby consent(s) that the Articles of Incorporation of said corporation be amended to read as above.