MINUTES OF A SPECIAL MEETING
OF THE BOARD OF DIRECTORS OF THE
VAL VERDE HOMEOWNERS ASSOCIATION

The undersigned, being all of the Directors of the Val Verde Homeowners Association, a Nebraska nonprofit corporation, hereinafter referred to as "Corporation," hereby adopt the following minutes and resolutions of a special meeting of the Directors of the Corporation on January 31, 2005:

RESOLVED, each of the Directors waived advance written notice of the special meeting.

RESOLVED FURTHER, that this being the first meeting of the Directors, the Directors reviewed the documentation upon which their authority to act has been granted, as well as the limitations and obligations of that authority, such documentation consisting of :

1. The Declaration of Covenants, Conditions, Restrictions and Easements of Val Verde, a Subdivision in Sarpy County, Nebraska (hereinafter the “Covenants”);

2. The Residential Subdivision Agreement (for Val Verde Subdivision) relating to Sanitary Improvement District No. 198 (hereinafter the “SID Agreement”);

3. Articles of Incorporation of Val Verde Homeowners Association dated August 12, 2002.

4. By-Laws of the Val Verde Homeowners Association dated August 12, 2002.

RESOLVED FURTHER, that upon review and discussion of the above-documents, the Directors are required to determine the terms of office for each initial director. The first elected Directors will serve staggered terms of one (1) year, two (2) years, and three (3) years. The Directors agreed to the following terms of office:

1. Mary Hewitt will serve a term of one year

2. John Eylander will serve a term of two years

3. Jeremy Kinsey will serve a term of three years

RESOLVED FURTHER, that upon review and discussion of the above-documents, the Directors are authorized to elect the officers of the Corporation. The Directors elected the following persons as officers:

1. Mary Hewitt was elected President

2. Jeremy Kinsey was elected Vice-President

3. John Eylander was elected Secretary/Treasurer

RESOLVED FURTHER, that upon review and discussion of the above-documents, the Directors are authorized to appoint committees as deemed fit to carry out the purpose of the Corporation. The Directors appointed the following committees and will seek volunteers to lead them:

1. social events

a. The Directors agreed to divide the Social Events responsibilities up into individual events committees including but not limited to the following:

i. Halloween

ii. Fourth of July holiday

iii. Easter egg hunt

iv. annual neighborhood picnic

2. landscaping

3. neighborhood watch

4. welcoming committee

5. website

6. newsletter

7. neighborhood garage sale

8. membership

9. street representatives

RESOLVED FURTHER, the Directors set the dates for the next three monthly meetings of the Corporation on February 28, 2005 at 7pm, March 28, 2005 at 7pm, and April 25^, 2005 at 7pm. To accomplish the above, the Directors agreed as followed:

1. Jeremy Kinsey will check the availability of meeting space for the dates at Portal Elementary School, the La Vista Police Department, the La Vista library, or some other convenient location. Jeremy Kinsey will also prepare two or more outdoor signs to be place at each major entrance to Val Verde notifying homeowners of the upcoming meetings.

2. Mary Hewitt will create a will prepare a written notice to be provided to the homeowner/members advising them of the meetings

Resolved Further, the Directors set the following responsibilities to be accomplished prior to the next meeting of the Corporation:

1. Mary Hewitt will submit the paperwork to obtain a tax-ID number for the Corporation. Mary Hewitt will obtain a post office box at the Papillion-La Vista post office. Mary Hewitt will also contact three local banks about fees to help with setting up the necessary bank accounts for the Corporation.

2. John Eylander will review the receipts of the SID to determine maintenance expenses the Corporation will be responsible for to help with creating a budget for the purpose of determining lot assessments.

Dated the _____ day of ____________ 2005; effective as of January 31, 2005.

John B. Eylander, Director

Mary L. Hewitt, Director

Jeremy Kinsey, Director

Prepared and Submitted By:

John B. Eylander, Director

WAIVER of NOTICE

The undersigned Directors of the Val Verde Homeowners Association (the "CORPORATION"), a Nebraska nonprofit corporation, hereby waive advance written notice of the time, place and purpose of a Special Meeting of the Directors held on January 31, 2005, described in the Minutes signed contemporaneously hereto.

Dated this ____ day of January, 2005, effective as of January 31, 2005.

John B. Eylander, Director

Mary L. Hewitt, Director

Jeremy Kinsey, Director