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Name Address Guy Sutherland 3555 Timmons Lane, Suite 500 Houston, Texas 77027 Terry Henley 3555 Timmons Lane, Suite 500 Houston, Texas 77027 Andy Meyers 3555 Timmons Lane, Suite 500 Houston, Texas 77027 ARTICLE 7 The corporation shall have no members with voting rights. ARTICLE 8 These articles of incorporation, and the corporation's bylaws, have been approved by ordinance, resolution or order adopted by the governing body of each political subdivision for which the corporation is created. The power to alter, amend or repeal the bylaws or to adopt new bylaws shall be vested in the board of directors, save and except Article 3 of the bylaws. ARTICLE 9 Any action required to, or which may, be taken at a meeting of the directors or a committee of the board of directors may be taken without a meeting if a consent in writing, setting forth the action to be taken, is signed by a sufficient number of directors or committee members as would be necessary to take that action at a meeting at which all of the directors or committee members were present and voted, provided such consent is in the form provided for and such action is taken in accordance with the Texas Non-Profit Corporation Act, these Articles of Incorporation and the Bylaws of the corporation. ARTICLE 10 Pursuant to Article 6.02, Subsection (3) of the Texas Non-Profit Corporation Act, upon dissolution of the corporation in accordance with the laws of the State of Texas, the board of directors, after paying or making provision for payment of all liabilities of the corporation, and after returning, transferring, or conveying those assets of the corporation that are held subject to conditions requiring such return, transfer, or conveyance, shall distribute all the corporation's remaining assets to one or more non-profit corporations and/or public entities and/or political subdivisions as the board of directors in its sole discretion shall determine. ARTICLE 11 A director of the corporation shall not be liable to the corporation for monetary damages for an act or omission in the director's capacity as a director, except that this Article 11 does not eliminate or limit the liability of a director of the corporation to the extent the director is found liable for: (i) a breach of the director's duty of loyalty to the corporation; (ii) an act or omission not in good faith that constitutes a breach of duty of the director to the corporation or an act or omission that involves intentional misconduct or a knowing violation of the law; (iii) a 2