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Exhibit 3.7
ARTICLES OF INCORPORATION
OF
MONTEREY HOMES CONSTRUCTION, INC.
FIRST: The name of this corporation is MONTEREY HOMES
CONSTRUCTION, INC.
SECOND: The purpose for which the corporation is organized is the
transaction of any and all lawful business for which corporations may be
incorporated under the laws of the State of Arizona, as they may be amended from
time to time. The character of business which the corporation initially intends
actually to conduct in the State of Arizona is the acquisition of real property
and development of real property as homes and residential communities.
THIRD: The aggregate number of shares that the corporation shall have
authority to issue is one thousand (1000) common shares, all of which shares
shall be of a single class.
FOURTH: The name and address of the initial statutory agent of the
corporation is C T Corporation System, 3225 N. Central Avenue, Suite 1601,
Phoenix, Arizona 85012. The street address of the initial known place of
business of the corporation in Arizona is 6613 N. Scottsdale Road, Suite 200,
Scottsdale, Arizona 85250.
FIFTH: The number of directors constituting the initial board of
directors of the corporation is four (4). The names and addresses of the persons
who are to serve as directors until the first annual meeting of shareholders, or
until their successors are elected and qualified, are:
Name Address
William W. Cleverly 6613 North Scottsdale Road, Suite 200
Scottsdale, Arizona 85250
Steven J. Hilton 6613 North Scottsdale Road, Suite 200
Scottsdale, Arizona 85250
Robert Sarver 402 W. Broadway, Suite 1290
San Diego, California 92101
C. Timothy White 500 Viad Corporate Center
1850 N. Central Avenue
Phoenix, Arizona 85004
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The number of persons to serve on the board of directors thereafter shall be
fixed by the bylaws of the corporation.
SIXTH: The name and address of the incorporator is Larry W. Seay, 6613
N. Scottsdale Road, Suite 200, Scottsdale, Arizona 85250.
SEVENTH: The liability of a director or former director to the
corporation or its shareholders shall be eliminated to the fullest extent
permitted by Section 10-202.B.1 of the Arizona Revised Statutes.
If the Arizona Business Corporation Act is amended to authorize
corporate action further eliminating or limiting the liability of directors, the
liability of a director of the corporation shall be eliminated or limited to the
fullest extent permitted by Arizona Business Corporation Act, as amended.
Any repeal or modification of this Article Seventh shall not adversely
affect any right or protection of a director of the corporation existing
hereunder with respect to any act or omission occurring prior to or at the time
of such repeal or modification.
The provisions of this Article Seventh shall not be deemed to limit or
preclude indemnification of a director by the corporation for any liability of a
director which has not been eliminated by the provisions of this Article
Seventh.
DATED: March 13, 1997
________________________________
Larry W. Seay, Incorporator
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STATE OF ARIZONA
ACCEPTANCE OF APPOINTMENT
AS STATUTORY AGENT
OF
MONTEREY HOMES CONSTRUCTION, INC.,
AN ARIZONA CORPORATION
To: Arizona Corporation Commission
Incorporating Division
1300 West Washington
Phoenix, Arizona 85007
Please be advised that C T Corporation System, a Delaware
corporation doing business in Arizona, and located at 3225 N. Central Avenue,
Suite 1601, Phoenix, Arizona 85012, hereby accepts and acknowledges its
appointment as statutory agent for service of process upon Monterey Homes
Construction, Inc., an Arizona corporation, and consents to act in that capacity
until removal or resignation.
The undersigned hereby certifies that it has been a
corporation in good standing in the State of Arizona for a period in excess of
three years.
DATED this_________day of____________, 1997.
C T CORPORATION SYSTEM
By_______________________________________
Its______________________________________