6TilE CITY or PLEI\S,\NT LlVI~G
CITY OF SOUTH MIAMI
OFFICE OF THE CITY MANAGER
INTER-OFFICE MEMORANDUM
To: The Honorable Mayor & Members of the City Commission
FROM: Steven Alexander, City Manager
Agenda Item No.: t. DATE: March 17, 2015
SUBJECT:
A Resolution relating to the review and approval of a Unity of Title, request by Dixie
Acquisitions Number One, unifying property located along SW 74th Street.
BACKGROUND:
The following entities were merged on December 21, 2012, into one entity, Dixie Acquisitions
Number One, LLC:
1. Dixie Acquisitions, Number One
2. Dixie Acquisitions, Number Two
3. Dixie Acquisitions, Number Three
Dixie Acquisitions Number One, LLC requested a Unity of Title following parcels located along
SW 74th Street:
PARCEL A:
Lot 3 and the Sauthwesterly 19.1 feet af Lot 2, which Southwesterly 19.1 feet adjoins and lies
alongside of Lot 3, for a distance of 94 feet; less the Northwesterly 16 feet of Lot 3 for
highway purposes, Block 1, of LARKIN PINES, according to the Plat thereof as recorded in
Plat Book 24, Page 20, of the Public Records of Miami-Dade County, Florida; Having 6,494
sq/ft more or less; Property address: 6030 South Dixie Highway, Miami, Florida 33143; Folio
Number: 09-4036-027-0011
PARCEL B:
Lot 1, 2, and 3, Block 2, of LARKIN PINES, according to the Plat thereof as recorded in Plat
Book 24, Page 20, of the Public Records of Miami-Dade County, Florida; Having 24,900 sq/ft.
more or less, Property Address: 7435 Southwest 61st Avenue, Miami, Florida 33143; Folio
Number 09-4036-027-0090;
PARCEL C:
All of Lot 7, in Block 2, of AMENDED PLAT OF THE SOLOVOFF SUBDIVISION, according to the
Plat thereof, recorded in Plat Book 7, at Page 11, of the Public Records of Miami-Dade
County, Florida,
AND
Dixie Acquisitions Number One LLC Unity of Title
March 17, 2015
Page 2 of 2
Lot 1 less the Northwesterly 16 feet for Right-of-Way and Lot 2 less the Northwesterly 16
feet for Right-of-Way and less the Southwesterly 19.1 feet of said Lot 2, both in Block 1 af
LARKIN PINES, according to the Plat thereof as recorded in Plat Book 24, Page 20, of the
Public Records of Miami-Dade County, Florida. Having all together 11,520 sq/ft more or
less; Property Address: 6020 and 6022 South Dixie Highway, Miami, Florida 33143; Folio
Number 09-4036-029-0110.
PARCEL D:
Lot 1 of AMERICAN TOWNSITES COMPANY'S SUBDIVISION NO.1 OF LARKIN, according to the
Plat thereof, as recorded in Plot Book 3, at Page 134, of the Public Records of Miami-Dade
County, Florida, having 5520 sq/ft. more or less; Folio Number 09-4036-030-0010.
The owner submitted a unity of title request in preparation for a new development project that
would encompass all of the properties. As listed on the attached boundary survey, the site
consists of four (4) abutting and adjacent properties with four (4) folio numbers, and pursuant
to Section 20-7.30 of the Hometown District Overlay, if the development project is to be built
on two or more abutting platted lots then a unity of title is required.
Additionally, Section 20-5.16(C) of the City's land development code requires that the City
Commission review and approve the unity of title. The Planning & Zoning Department and the
City Attorney have reviewed the attached document as to form and content. Approval of the
unity of title does not imply approval of the development project. All development on this site
shall comply with the requirements of the City's land development code.
Parcel A, C and D are located in the Hometown District Overlay (HD-OV). Parcel B is located in
zoning district RM-24. The unity of title will result in creating one property in two zoning
districts. (Hometown and RM 24) This is appropriate and acceptable, yet the applicant should
be aware that development on the individual land in individual zoning must be adhered to. If
the applicant wishes to build to the most liberal district, they must rezone the more restrictive
district to the more liberal, or vice versa. Such issues will be addressed during the development
review process for site plan.
RECOMMENDATION:
Staff recommends that the Commission approve the attached resolution approving the unity of
title for the property located along SW 74th Street.
MWL
C:WUsersWmgarcia.cSM1WAppDataWLocaIWMicrosoftWWindowsWTemporary Internet
FilesWContent.OutlookWXV4M9TZCWMemo -Dixie Acquisitions Number One LLC Unity of Title_eM Report (2).docx
1 RESOLUTION NO. ________ _
2
3 A Resolution relating to the review and approval of a Unity of Title, request by
4 Dixie Acquisitions Number One, unifying property located along SW 74th Street.
5
6 WHEREAS, Dixie Acquisitions Number One, LLC, submitted a request for uuity of title
7 for properties located along SW 74 th Street; and
8
9 WHEREAS, the Unity of Title request is in conjunction with a proposed new mixed use
10 development project; and
11
12 WHEREAS, the Planning & Zoning Department reviewed the uuity of title request and
13 finds it in compliance with the requirements of Section 20-5.16 and 20-7.30 of the land
14 development code; and
15
16 WHEREAS, the uuity of title must be approved by the City Commission and approved
17 by the City Attorney as to form and content, and shall then be recorded in the public records of
18 Miami-Dade County prior to the issuance of any building permits.
19
20 NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY
21 COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA:
22
23 Section 1: The City Commission hereby approves the Unity of Title document for:
24
25 PARCEL A:
26 Lot 3 and the Southwesterly 19.1 feet of Lot 2, which Southwesterly 19.1 feet adjoins
27 and lies alongside of Lot 3, for a distance of 94 feet; less the Northwesterly 16 feet of
28 Lot 3 for highway purposes, Block 1, of LARKIN PINES, according to the Plat
29 thereof as recorded in Plat Book 24, Page 20, of the Public Records of Miami-Dade
30 County, Florida; Having 6,494 sq/ft more or less; Property address: 6030 South Dixie
31 Highway, Miami, Florida 33143; Folio Number: 09-4036-027-0011
32
33
34 PARCELB:
35 Lots 1, 2, and 3, Block 2, of LARKIN PINES, according to the Plat thereof as
36 recorded in Plat Book 24, Page 20, of the Public Records of Miami-Dade County,
37 Florida; Having 24,900 sq/ft. more or less, Property Address: 7435 Southwest 61st
38 Avenue, Miami, Florida 33143; Folio Number 09-4036-027-0090;
39
40
41 PARCELC:
42 All of Lot 7, in Block 2, of AMENDED PLAT OF THE SOLOVOFF SUBDIVISION,
43 according to the Plat thereof, recorded in Plat Book 7, at Page 11, of the Public
44 Records of Miami-Dade County, Florida,
45 AND
1 Lot 1 less the Northwesterly 16 feet for Right-of-Way and Lot 2 less the
2 Northwesterly 16 feet for Right-of-Way and less the Southwesterly 19.1 feet of said
3 Lot 2, both in Block 1 of LARKIN PINES, according to the Plat thereof as recorded in
4 Plat Book 24, Page 20, of the Public Records of Miami-Dade COilllty, Florida. Having
5 all together 11,520 sq/ft more or less; Property Address: 6020 and 6022 South Dixie
6 Highway, Miami, Florida 33143; Folio Number 09-4036-029-0110.
7
8 PARCELD: (PARKING LOT)
9 Lot 1 of AMERICAN TOWNSITES COMPANY'S SUBDIVISION NO.1 OF
10 LARKIN, according to the Plat thereof, as recorded in Plat Book 3, at Page 134, of the
11 Public Records of Miami-Dade COilllty, Florida, having 5520 sq/ft. more or less; Folio
12 Number 09-4036-030-0010.
13
14
15 Section 2: The survey of the subject Unity of Title document is attached to this resolution
16 and identified as Exhibit "A".
17
18 Section 3: This resolution shall be effective immediately upon adoption.
19
20 PASSED AND ADOPTED this __ , day of ___ , 2015.
21
22
23
24
25
26
27
28
ATTEST:
CITY CLERK
READ AND APPROVED AS TO FORM,
LANGUAGE, LEGALITY AND
EXECUTION THEREOF
APPROVED:
MAYOR
COMMISSION VOTE:
Mayor Stoddard:
Vice Mayor Harris:
29 Commissioner Liebman:
30 Commissioner Welsh:
31 Commissioner Edmond:
32 CITY ATTORNEY
33
C8 _o::;.!1l:II tJA$JN
'1:l..> ~71Urt POI.< "--~ 41R£ 1I"I/)I'ANr
~~!/.S:WAU.
-PAIS<S
J<r-~; ~A~ALr
:-:-:->GI'ASS
BOUNDARY SURVEY
~¥.~~"iAi~:::-:-J SCALE= 1"= 70'
'"' t><l =WA TER VAL V£
-C =UTlUTY POLE ANCHOR
c:::::J =CONCRETE
""CHAIN LINK F£NC~ 'P."' .... ,
,<> e = DENOTES ELEVATIONS. ,?o-:fo.f
",0
",C
~~~\)~<:>.
C$'c:;-:fo~
LOT6BLOCK 1 (2420)
CERTFIED TO:
1-. Rene Dahdah.
CITY OF SOUTH MIAMI:
PANEL #: 12086C0458 L
FLOOD ZONE: "X".
J'
CARLOS SILVA P.S.M.
~
i ,
~
~
".-
JOB: 1216Q9-P DATE 2/04/2015
PARCEL B
LOT'.LOC"~
., , , § ,
,
"" '"
ttOtO 8" 140m AY1lNUZ
JI1AJLI ,u. 88188
PH: (806) 888-4098
'a: (306) 888-4098
THE SURVEY DEPICTED HERE IS NOT COVERED
BY PROFESSIONAL LIABILITY INSURANCE.
EXHIBIT c'"A"
LEGAL DESCR;PTIONS:
PARCEL A:
LotS and the SouthweoterlylS.1 leelofLoI2whichSauthwe$leoly lS.1 reet
adjoins and lies alongsld. of said LotS. ror a dlotonco 0194 roet le .. th.
Norihwa.lerly 16 rut of Lot 3 for highway PIIrpo ..... Blook 1. of LARKIN PINES.
acoo,ding 10 the Plat tho",al. ",cordod in Plat Boo~ 24 at Pag. 20 of tho Public
Rocord. of Miami Dad. County. Flo,lda. Having 6.494 oqIfL more orl .. s
P'OP<lrty Add", •• : 6030 South Dixie Higm...,y. Miami. Florid •. 33143
Folio Numc..r. 09-4036-027-0011
Pa,oeIB:
Lots I. 2. 3. Block 2. or LARKIN PINES, .ooording 1D1ho Platthoreor. "'corded
In PI.! Book 24.t Page 20 alth. Public Roce"'. 01 MJaml Dade County. Florida.
Property Add,uo: 74:>5 Southw •• 161 s!Avenuo, Miami Florida 33143. Having
24.900 st:t/fL mO!ll 0, ,"",,-
Folio Numb." 09-4036-027-0090.
Pam.le:
All 01 LO! 7. in Block 2. 01 AMENDED PLAT OF TtlE SOLOVOFF
SUBDIVISION. according 10 111. Plat th~,"of as ,ecordod in Pial Book 7. atpog.
11. <>1 th .. Pub"~ Ro""rd. of Miami Da"" County. Flonde. 'M Loll I."" tho Notthweste~y 16leot /0, Righl-<>f..INo.y. and LoI21 ... th ..
Norihwas!&riy 16 f •• t for Right-of-Way. and lesathe SouthwoBlorly 19.1 feetof
said LoI2. both in Block 1 olLARKIN PINES. ac:co<dinglD the Pla!th."",fao
.. ",,<dod in Plat Book 24. at Page 20. of the Public Records afMiami Dade
County. Florkla.
Property Add",ss, 5020 and 6022 South Dixie Highway, Miami. FIoIida. 33143.
Folio Number. 09-4036.(129-<l110.H.vin~ all IDa_thor 1 1.520 sqIft.
Parc.1 0 (Parnng LoI~
Lot 1 .fAMERICAN TOWNSITES COMPANY'SSUBDIVISION No.1 01
LARKIN. acco,ding to 111. Pla!tho",ol a. ",,,,,rtIod in PiatBook3 at Pago 134 of
tho Public Re"",de 01 Miemi Dad. County. Florida. Having 5,520 oqm. mo", or
I .....
FonoNumber. 09-4036-030-0010
I HEREBY CERTIFY i"HAT T~IS MAP OF BOUNDARY SURVEY
MEETS THE MINiMUM T!:.C::Hi~ICAL ~TAN\JARDS SET FORTH BY
THE FLORIDA BOARD OF ?ROFC3SIONAL lAND SURVEYORS
IN CHAPTER 61 G17-f!, PLQRlDA A!JMINISTRATIVE CODE,
PURSUANT TO SED-tlO}J 472. CU, . ORi ATUES
",v ..... "":"d,".':",.'!u .......
ST.re""'""'" _~ __ ISNOTVJUI'oI!':IICIIT'*(Jf.I;IIW._1III!:_
1II!CItIaI/<I._~I7"PWIIloI.~ __
This instrument was prepared by:
Name: Bertram A. Sapurstein
Sapurstein & Bloch, PA
9700 South Dixie Highway
Miami, FI. 33156
Folio Nos.: 09-4036-027-
0011; 09-5036-027-0090; 09-'
4036-029-0110; 09-5036-030-
0010
(Space reserved for Clerk)
UNITY OF TITLE
WHEREAS, the undersigned is the Owner of that property described as:
PARCEL A:
Lot 3 and the Southwesterly 19.1 feet of Lot 2, which Southwesterly 19.1 feet
adjoins and lies alongside of Lot 3, for a distance of 94 feet; less the
Northwesterly 16 feet of Lot 3 for highway purposes, Block 1, of LARKIN
PINES, according to the Plat thereof as recorded in Plat Book 24, Page 20, of
the Public Records of Miami-Dade County, Florida; Having 6,494 sq/ft more
or less; Property address: 6030 South Dixie Highway, Miami, Florida
33143; Folio Number: 09-4036-027-0011
PARCELB:
Lots 1, 2, and 3, Block 2, of LARKIN PINES, according to the Plat thereof as
recorded in Plat Book 24, Page 20, of the Public Records of Miami-Dade
County, Florida; Having 24,900 sq/ft. more or less, Property Address: 7435
Southwest 61" Avenue, Miami, Florida 33143; Folio Number 09-4036-027-
0090;
PARCELC:
All of Lot 7, in Block 2, of AMENDED PLAT OF THE SOLOVOFF
SUBDIVISION, according to the Plat thereof, recorded in Plat Book 7, at
Page 11, of the Public Records of Miami-Dade County, Florida,
AND
Lot 1 less the Northwesterly 16 feet for Right-of-Way, and Lot 2 less the
Northwesterly 16 feet for Right-of-Way, and less the Southwesterly 19.1 feet
of said Lot 2, both in Block 1 of LARKIN PINES, according to the Plat
thereof as recorded in Plat Book 24, Page 20, of the Public Records of Miami-
Dade County, Florida, Having all together 11,520 sq/ft more or less;
Property Address: 6020 and 6022 South Dixie Highway, Miami, Florida
33143; Folio Number 09-4036-029-0110.
PARCEL D: (Parking Lot)
Lot 1 of AMERICAN TOWNSITES COMPANY'S SUBDIVISION NO.1 OF
LARKIN, according to the Plat thereof, as recorded in Plat Book 3, at Page
134, of the Public Records of Miami-Dade County, Florida, having 5520 sq/ft.
more or less; Folio Number: 09-4036-030-0010.
hereinafter referred to as the "Property."
Said Property currently has four Folio Numbers, to wit: 09-4036-027-0011; with a street
address of6030 South Dixie Highway, Miami, Florida 33143 (which includes Parcel A);
09-4036-027-0090 with a street address of 7435 Southwest 61S! Avenue, Miami, Florida
33143 (which includes Parcel B); 09-4036-029-0110, with a street address 0[6020 and
6022 South Dixie Highway, Miami, Florida 33143 (which includes Parcel C); and 09-
4036-030-0010, with no street address ("Parking Lot"), South Miami, Florida (which
includes Parcel D).
Owner recognizes and acknowledges that for the public health, welfare, safety or morals, the
herein-described Property should not be divided into separate parcels owned by several owners so
long as the same is put to the hereinafter use, and
In consideration of approval of a building permit by the City of South Miami for construction of
improvements on the subject Property, and for other good and valuable consideration, Owner hereby
agrees to restrict the use of the Property in the following manner:
That said Property shall be considered as one parcel of land and no portion of said
parcel of land shall be sold, transferred, devised or assigned separately except in its
entirety as one parcel of land. In addition, the lots and/or parcels of land shall not
be conveyed, mortgaged and/or leased separate and apart from each other and they
shall be held together as one tract.
Owner further agrees that this condition, restriction and limitation shall be recorded, at Owner's
expense, in the Public Records of Miami-Dade County, Florida and shall remain in full force and
effect and be binding upon the Owner, their heirs, successors, personal representatives and
assigns and upon all mortgagees or lessees until such time as the same may be released upon
approval by Resolution passed and adopted by the City Commission, after a public hearing, and
executed by the City Manager and the City Clerk.
This condition, restriction and limitation shall be deemed a covenant running with the land and
shall remain in full force and effect and be binding upon the undersigned, its sLiccessors and
assigns until such time as the same may be released.
The Unity of Title shall not be released except upon approval by resolution passed and adopted by the
commission, after a public hearing, and executed by the city manager and the city clerk. The release of
the Unity of Title is contingent upon the cessation of the conditions and/or criteria which originally
required the execution of the Unity of Title and the cessation of any condition or criteria that occurs after
the approval of the Unity of Title and which condition and/or criteria requires a Unity of Title.
Signed, witnessed, executed and acknowledged this __ day of February, 2015.
Witnesses: C-I. _-
By: _~~~ ___ -=J_~_
(Pcint Name:) \A.\a ";a.-t£. S,to...i-Tafe
BY:~~_~_ (Print Name:) ~
STATE OF FLORIDA
COUNTY OF MIAMI-DADE
DIXIE ACQUISITIONS NUMBER ONE,
LLC, A FLORIDA LIMITED LIABILITY
COMPANY
FLORIDA LIMITED
PANY, ITS MANAGER
"---'--~ .... By: ____ ~_~~-------__ ------------
RE
I HEREBY CERTIFY that, on this day, before me, an officer duly authorized in the State of
Florida and County aforesaid, to administer oaths and take acknowledgments, personally
appeared RENE DAHDAH, AS MANAGER OF REDAH, LLC, A FLORIDA LIMITED
LIABILITY COMPANY, AS MANAGER OF DIXIE ACQUISITIONS NUMBER ONE,
LLC, A FLORIDA LIMITED LIABILITY COMPANY, who, after being duly sworn,
acknowledged before me the execution of the foregoing instrument for the purposes therein
expressed, and who produced a Driver's license as identification.
WITNESS my hand and official seal in the County and State last aforesaid, this t2¥~ day of
February, 2015.
ORIDA
My Commission Expires:
~ CAROl A. HUGHES-8VNUM
~':. :', MY COMMISSION. EE840018
-... , ..... ,. .. EXPIRES October 1", 2018
(407) 398.()153 FtoI'IcIIlIlotal)'8eAlW.com
Detail by Entity Name
Detail by Entity Name
Florida Limited Liability Company
DIXIE ACQUISITIONS NUMBER ONE, LLC
Filing Information
Document Number
FEIIEIN Number
Date Filed
State
Status
Effective Date
Last Event
Event Date Filed
Event Effective Date
Principal Address
8482 S.W 137TH STREET
MIAMI, FL 33158
Mailing Address
8482 S.W 137TH STREET
MIAMI, FL 33158
L09000109816
APPLIED FOR
11116/2009
FL
ACTIVE
11/14/2009
CORPORATE MERGER
12/21/2012
01/01/2013
Registered Agent Name & Address
BEFELER,GEORGE,ESQ.
1441 BRICKELL AVENUE
SUITE 1200
MIAMI, FL 33131
Authorized Person(s) Detail
Name & Address
Title MGR
DAHDAH,RENE
8482 S.W 137TH STREET
MIAMI, FL 33158
Annual Reports
Report Year
2012
Filed Date
04/12/2012
Page I of2
http:// search. sunbiz. org/lnquiry /CorporationSearch/SearchResultDetail ?inquirytype= Entity... 2/5/20 15
Detail by Entity Name Page 2 of2
2013 04/23/2013
2014 04/14/2014
Document Images
04/14/2014 --ANNUAL REPORT View image in PDF formal
04/23/2013 --ANNUAL REPORT View image in PDF formal
12/21/2012 --Merger View image in PDF formal
04/12/2012 --ANNUAL REPORT View image in PDF formal
02/16/2011 --ANNUAL REPORT View image in PDF formal
04/30/2010 --ANNUAL REPORT View image in PDF formal
11/16/2009 --Florida Limited Liability I View image in PDF formal L-______ ~ __________ ~
State of florida, Deprlrtrnent of State
http:// search. sun biz.org/lnquiry ICorporati onSearch/SearchResultDetail ?inq uirytype= Enti ty... 2/5/20 I 5
(Requestor's Name)
(Address)
700242078327
(Address)
(City/StatelZiplPhone #)
D PICK·UP DWAIT o MAIL
12/21/12--0103::--002 H75,OO
(Business Entity Name)
(Document Number)
Certified Copies __ _ Certificates of Status __ _
"
Special Instructions to Filing Officer:
:D .. r.) ~ r-j ".".
;:~:; 0 --=t:r'! "" ;,,," ;:-t n I J
(./) ... '" N ---(n~ r-r,<1 ..... :
rrto "1;J Dl -:, -q :.:
'-(.."I ~ tJ !";r: rti? '_/ &-!Ii' ,~: L)
~
Office Use Only
-------------_. -
COVER LETTER
TO: Registration Section
Division of Corporations
SUBJECT: Dixie Acquisitions Number One. LLC. a Florida limited liahilitv company (L090001 09816)
Name of 5mviving Party
The enclosed Certificate of Merger and fee(s) are submitted for filing.
Please return all correspondence concerning this matter (0:
George Befeler, Esg.
Contact Person
Homer Bonner P.A.
Firm/Company
1200 Four Seasons Tower, 1441 Brickell Avenue
Address
Miami. Florida. 33131
City, State and Zip Code
For further information concerning this matter, please call:
__ ~~G~e~or~g~e~B~c~~~lc~r~.~E~sg~. _______ ,at(~~~3~05~~_~3~5~0~-5~1~5~9~ __ ~~ ___
Name of Contact Person Area Code and Daytime Telephone Number
o Certified copy (optional) $30.00
STREET ADDRESS:
Registration Section
Division of Corporations
Clifton Building
2661 Executive Center Circle
Tallahassee, FL 32301
MAILING ADDRESS:
Registration Section
Division of Corporations
P. O. Box 6327
Tallahassee, FL 32314
Certificate of Merger
For
Florida Limited Liability Company
EF.£ECn'lE DAIEi
\ hh'~"'i
j -
The following Certificate of Merger is submitted to merge the following Florida Limited
Liability Company(ies) in accordance with s. 608.4382, Florida Statutes.
FIRST: The exact name, form/entity type, and jurisdiction for each merging party are as
follows:
Jurisdiction Form/Entity Type
-=Dc:ix"ic=-A=cq"u",is",il:..:io",n=-s N:..:=um=bc::.,...:T""-=·o,-,, L:::L:::C=---_ ,--FI:::o:..:rid:::a,---,(:.:.LO:::9c::0-=0=-01:.:0,,9=-8 :.:17-,-) __ Lim ited Liablity Company
Dixie Acquisitions Number Three. LtC wFI"'o,"'id"'a'---LIL"'O"'9"'O"OO"'I"'O"'9"'82 .... 1.L1 __ Limited Liablity Company
SECOND: The exact name, form/entity type, and jurisdiction oflhe surviving party are
as follows:
Jurisdiction Form/Entity Tvpe
... O!.li",xi",e-"A",cgYlu"is"i lwio"n",s-"N!l!Yl!!in",b",,,,,O,,,,,,,,C,-, I",>L",C~' __ LF]!!ln"ri";daL1(",L",09",O,,,O,,-Oui O",9",8jji6ul __ I.im ited L iab! it}' Company
THIRD: The attached plan of merger was approved by each domestic corporation,
limited liability company, partnership and/or limited partnership that is a party to the
merger in accordance with the applicable provisions of Chapters 607, 608, 617, and/or
620, Florida Statutes.
-.,
.en (0)
('-I't'
'(~,
:;~ ... ::.i :r:: {'~ :
J.:;. --(
(j) }.-
(/) :::::
f'll-,
I of6 ~,::-
.." -'I ,-'" li~ Yf.r""
~
0 rq
C"')
N
~
.::-
-=-W
"."'" I I --r
rn
0
FOURTH: The attached plan of merger was approved by each other business entity that
is a party to the merger in accordance with the applicable laws of the state, country or
jurisdiction under which such other business entity is formed, organized or incorporated.
FIFTH: If other than the date of filing, the effective date orlhe merger, which cannot be
prior to nor more than 90 days after the date this document is filed by the Florida
Department or State:
January 1.2013
SIXTH: If the surviving party is not formed, organized or incorporated under the laws of
Florida, the survivor's principal office address in its home state, country or jurisdiction is
as follows:
N/A
SEVENTH: If the survivor is not formed, organized or incorporated under the laws of
Florida, the survivor agrees to pay to any members with appraisal rights the amount, to
which such members are entitles under ss.608.435 1-608.43595, F.S.
EIGHTH: If the surviving party is an out-of-state entity not qualified to transact
business in this state, the surviving entity:
a.) Lists the following street and mailing address of an office, which the Florida
Department of State may use for the purposes of s. 48. I 81, F.S., are as follows:
Street address: ___________________________ _
NlA
Mailing address: ________________________ _
N/A
20f6
b.) Appoints the Florida Secretary of State as its agent for service of process in a
proceeding to enforce obligations of each limited liability company that merged into such
entity, including any appraisal rights of its members under ss.608.4351-608.43595,
Florida Statutes.
NINTH: Signature(s) for Each Party:
Name of Entity/Organization:
Djxie ACQujsitions Number One LI C
Dixie ACQlljSj!joos Nllwbcr 'l'brer lIe
Corporations:
General partnerships:
Florida Limited Partnerships:
Non-Florida Limited Partnerships:
Limited Liability Companies:
Typed or Printed
Name of Individual:
Bene Dflbdjlh MnMgcr
'--Bene Dobdob Mono2er
Chairman, Vice Chairman, President or Officer
({[no directors selecled, signalUre o/incorporator.)
Signature of a general partner or authorized person
Signatures of all general partners
Signature of a general partner
Signature of a member or authorized representative
Fees: For each Limited Liability Company: $25.00
$35.00
$52.50
$25.00
$25.00
For each Corporation:
For each Limited Partnership:
For each General Partnership:
For each Other Business Entity:
Certified Copy (optional!: $30.00
30f6
PLAN OF MERGER
FIRST: The exact name, form/entity type, and jurisdiction for each merging party are as
tollows:
Jurisdiction Form/Entity Type
-,D~ix~ic,",A~c~qJ.:u,"is~it~io~no:sJ:N!!u!!!n!.'\b~c!..r T.:..'!::v!!o,,",L,"L~C,,-_ ..!1:!:~lo!!!r.!!id!!!a'-1(L!o::O~9~O~O~0!C1 O~9:.!:8,,1 !..7)L._ Lim ited LiablilY Company
Dixie Acguisilions Number Three, LLC ..!F:!:·I(e!)I'.!!id!!!.'-1(L!o::U~9~U~U~0!C1 O",9:.!:8:=2.:..1 )L._ Limited Liablity Company
SECOND: The exact name, form/entity type, and jurisdiction ofthe surviving party are
as follows:
Jurisdiction Form/Entity Type
~D~i~,~jc~A~c~qll!lj~s~iliilln~n~sN~l!mm~b~er~O~nrue~ILILC ____ £F~lorrrilljd~n-u(]~Q~9~QuQO~luO~9~8~16~)L-___ LI'ill·mruillle~d~l~ia~blliJj~ty~C~Qrnm~pawn~yc-
THIRD: The terms and conditions of the merger are as follows:
The merging entities shall be merged with and into the surviving entity, and such entities are hereby merged
with and intQ the suITing entity pursuant to the lcrms an.d conditions or Ibis plan of merger On and after the
e[(Cctjye date of the merger the surying entity shall be the sale syC'jvjng company and shall contjnue to
exist as a Florida Ijmited !iabiljlY CQrn12LlO}' wjth ullthe rights and qb1igiltjons o[sm;h a company The
merging entities shall cease to exist (except as may otherwise be provided for specific purposes in the
Florida statues) and their property shall become the property of the surviving entity.
(Attach additional sheet if necessary)
40f6
· .. '
FOURTH:
A. The manner and basis of converting the interests, shares, obligations or other
securities of each merged party into the interests, shares, obligations or others securities
of the survivor, in whole or in part, into cash or other property is as follows:
Each limited liability company interest oflhe merging entities shall be changed and converted into a
limited liability cornpnn)' interest ortlle stlrviviog emit)' which jnlerest shall .hem'poo be issllI·d and
outstanding. After the effective date, each holder ora limited liability company interest in the merging
entities shall surrender the same to the surviving entity and such holder shall be entitled to receive in
exchange therefor limited liability company interest representing the amount of imerest in the surviving
entity cQlJOllo the Dmopnt Qf jnters! jn the mcrrjop entities so slIf[!jDdcC\'d
(Allach additional sheet if necessary)
B. The manner and basis of converting rights to acquire the interests, shares, obligations
or other securities of each merged party into rights to acquire the interests, shares,
obligations or others securities of the survivor, in whole or in part, into cash or other
property is as follows:
The manner and basis of converting rights to acquire the intercsls and obligations of the merging entilies
shall be as sel forlh in the operating agreement orlhe surviving entity.
(A/tach additional sheet ifnecessary)
5 of6
I • '.
FIFTH: Any statements that are required by the laws under which each other business
entity is formed, organized, or incorporated are as follows:
N/A
(Allaeh addilional sheel if necessary)
SIXTH: Other provisions, if any, relating to the merger are as follows:
N/A
(Allaeh addilional sheel ifnecessary)
60f6
(1
CERTIFICATE OF COMPANY
RESOLUTIONS, COMPANY STATUS AND INCUMBENCY
The undersigned, the Manager and Members of DIXIE ACQUISITIONS NUMBER ONE,
LLC, A FLORIDA LIMITED LIABILITY COMPANY, (the "Company"), hereby certifies that:
1. The Company is a duly formed, validly existing limited liability company in
good standing under the laws of the State of Florida.
2. Attached hereto as Exhibits "A" and "B", respectively, are true,
complete and correct copies of the following as in effect on the date hereof: (I) the Articles of
Organization and aU amendments thereto of the Company; and (ii) th.e Operating Agreement
of the Company.
3. At a special meeting of the Managers and Merthe co\~y duly
and regularly held in accordance with its Operating Agreeml3nt on _ ~f:; '-~nJort _:..L __ , at
which a quorum was present and voting, the following resolutions wer adop d, and the
same have not been revoked, cancelled, annulled or amended in any manner and are in full
force and effect on the date hereof:
RESOLVED: That the Company approves the request for application to the City of
South Miami for a Unity of Title for the properties described ih the attached Exhibit "C" ; and
RESOLVED: that the Company make, execute and deliver to the City of South Miami
an Application for Unity of Title and all required supporting documentation and fees
"Unity of Title Documents"; and
RESOLVED: That RENE DAHDAH, as Manager of REDAH, LLC, A FLORIDA liMITED
LIABILITY COMPANY, be and hereby is authorized to negotiate, execute and represent DIXIE
ACQUISITIONS NUMBER ONE, LLC, A FLORIDA LIMITED LIABILITY COMPANY, in
connection with the Unity of Title Application to the City of South Miami ("the City"), to make,
execute and deliver to the City the Unity of Title Documents and the secretary of the Company
is hereby authorized to (but is not required to) affix the seal of the Company to and attest the
same upon the Unity of Title Documents, but with such modifications and additional
provisions as the officer of the Company executing the same may deem advisable, and any
and all other documents and instruments required in connection with completing the Unity of
Title process for the Company, and all supplements and amendments to the same or to any of
the same as the officer of the Company executing the same may deem advisable, all of which
documents and instruments executed and delivered as aforesaid to be and constitute the acts
and obligations of the Company. The Company hereby ratifies and confirms the acts of its
officer(s) executing and delivering all of such documents and instruments, irrespective of
whether such acts were performed before or subsequent to the date of the adoption hereof,
and directs the officers and t;lmployt;les of the Company to perform all of the Company's
obligations and undertakings under each and all such documents and ihstruments; and
RESOLVED: That these resolutions shall continue in full force and effect and may be
relied upon by Lender until receipt of written notice of any change therein.
Corporate Resolution -LLC • File No: DIXIE ACOUISITI P,'g0 t of 3 DoubleTimem
4. The following are duly elected or appointed to the offices of the Company
set forth Opposite their respective names and are incumbent in such offices as of the date
hereof, and the signatures appearing opposite their respective names are the genuine
signatures of such persons:
RENE DAHDAH Manager
5. The following are the sole Managers, Members and Shareholders of the
Company, all of whom have duly authorized the above sel forth Resolutions:
REDAH, LL , A LIMITED LIABILITY COMPANY
By: ~~--~~~~----------~------Rene Dah ah, Manager and Sale Member
IN WITNESS WHEREOF" ~~e undersigned has hereunto
Company's corporate seal this 4-day of <y V\V 0 f'-\ ' ands and affixed the
-----------.~~--,~--------
RENE DAHDAH,
,
(Corporate Seal)
Corporat. Reso/ution -LLC -File No: DIXIE ACQUIStTI Page 2 of 3 DoubleTimEMl