LAMONT SHORES PROPERTY OWNRS ASSOCIATIONPOLICY MAAL

SECTION V

P.O.A.

BY - LAWS

LAMONT SHORES PROPERTY OWNRS ASSOCIATIONPOLICY MAAL

SECTION V.

BY LAWSOF

LAMONT SHORES PROPERTY OWNRSASSOCIATION

ARTICLE I

Defini tions

Section i. "Association" shall mean and refer to the LAKEMONTSHORES PROPERTY OWNERS ASSOCIATION, INC. , a nonprofit corporationorganized and existing under the laws of the State of Oklahoma.

Section 2. "Declaration" shall mean and refer to theDeclaration of Covenants and Restrictions recorded by SouthwestInvestment Company in the office of the County Clerk for DelawareCounty, Oklahoma.

Section 3. "The Properties" shall mean and refer to the realestate described in the Declaration and such additions thereto as mayhereafter be brought wi thin the jurisdiction of the Association asprovided in the Declaration.

Section 4. "Common Properties" shall mean and refer to thoseareas and to any improvement designated as Common Properties andintended to be devoted to the common use and enj oyment of owners ofthe Properties, and which are conveyed to the Association for suchuse.

Section 5. "Lot" shall be the numbered lots or numbered andlettered lots in the numbered blocks as shown on any recordedsubdi vision plat of the Properties.

Section 6. "Living Unit" shall mean and refer to any portionof a building situated upon The Properties designed and intended foruse and occupancy as a residence by a single family.

ARTICLE II

Location

Section 1. The principal office of the Association shall belocated at the Lakemont Shores and Bay Club Clubhouse, 7 miles East ofDisney on highway 28 and 114 mile North. The mailing address shall bePost Office Box 376, Disney, Oklahoma, 74340.

ARTICLE III

Membership

Section 1. CHARTER MEMBERSHIP. Every person or legal entitywho purchased a fee, or undivided fee, interest in a lot in LakemontShores development (excluding Ponderosa Park and Chestnut Hills andall future additions) prior to February 1, 1977, shall be CharterMembers of the Association so long as they shall be record owners of afee, or undivided fee, interest in any such lot. For chartermembership purposes only, "record owner" shall include those who havepurchased on a contract for deed from the Developer, however, theannual assessment applicable to such Charter Member shall be theTwenty-Four Dollars ($24.00) per year per lot upkeep andbeautification charge set forth in the applicable recorded restrictivecovenants. Owners in East and West Additions must pay the Twenty-FourDollars ($24.00) per lot charge to be entitled to membership. In theevent that such annual assessment is not paid timely (time is of theessence) by March 1 of each year, such Charter Membership shallterminate automatically and without notice. If any Charter Memberwishes to rej oin the Association, he may do so only by becoming aregular member and by adding his Lot to the Declaration and shallthereby become obligated to pay the full Regular Membership annualassessment. Charter Members shall be entitled to all of theprivileges of a member. Rescission or termination of a contract ofpurchase, contract for deed, note or mortgage or other purchaseagreement shall terminate the Charter Membership. A Lot or LivingUni t shall not be considered fully paid until the contract forpurchase, contract for deed, promissory note and mortgage or otherpurchase agreement shall be fully satisfied. Charter Members arelimi ted to those persons or legal entities that own, of record, onFebruary 1, 1977, a fee, or undivided fee, interest in a Lot.Subsequent record owners of a fee, or undivided fee, interest in suchLots are not entitled to Charter Membership and shall be required tobecome Regular Members if they wish to enjoy the use of the commonfacili ties of the Association. If such subsequent record owners donot choose to become Regular Members, they are still required to paythe Twenty-Four Dollars ($24.00) per lot per year upkeep andbeautification fee to the Association, which fee shall be used forroad maintenance and general beautification of Lakemont Shores but

will not be used for maintenance of the common facilities. In orderto become a Regular Member, the record owner of a fee, or undividedfee, interest shall be required to add the subj ect Lot to theDeclaration and shall thereby become obligated to pay the full RegularMembership Annual Assessment. Charter Members may be excluded fromenjoyment of the common facilities that were not proposed at the timethat such Charter Member purchased his, her or its lot. (Amended June13, 1981)

Section 2. REGULAR MEMBERSHIP. Every owner shall be aRegular Member of the Association so long as it shall be the recordowner of a fee, or an undivided fee, interest in any Lot or LivingUni t, which is subj ect by covenants of record to being assessed by theAssociation (including but not limited to Lots and Living Units inPonderosa Park and Chestnut Hills and all future additions to LakemontShores) even though such assessment has not yet commenced, and everyperson or entity who is a record owner of a fee, or undivided fee,interest in any Lot or Living Unit which is subj ect by covenants ofrecord to the Declaration and to being assessed by the Association,provided that any such person or entity who holds such interest merelyas security for the performance of an obligation shall not be amember.

Section 3. The obligation of the assessments which areimposed against a particular Lot or Living Unit becomes a lien uponthe property against which such assessments are made and also becomesa personal obligation of the owner of such Lot or Living Unit.(Amended January 1986)

Section 4. Membership rights of any person or entity may besuspended by action of the directors during the period when theassessments remain unpaid; but, upon payment of such assessments, hisor its rights and privileges shall be automatically restored. If thedirectors have adopted any published rules and regulations governingthe use of the Common Properties and facilities as provided in ARTICLEIX, Section 1, hereof, and the personal conduct of any person thereonis in violation of those rules and regulations, the directors may, intheir discretion, suspend the rights of any such person for a periodnot to exceed thirty (30) days. The applicability of this Section 4shall also run to any membership rights which may have been delegated.

ARTICLE IV

Voting Rights

Section 1. There shall be one class of voting membership:Class A members shall be all those persons or entities as defined inSections 1 and 2 of ARTICLE III hereof. Class A members shall beenti tled to one vote (except as restricted) for each Lot or LivingUni t in which they hold the interests required for membership by

Sections 1 and 2 of ARTICLE III hereof. When more than one personholds such interest or interests in any Lot or Living Unit, the voteof such Lot or Living Unit shall be exercised as they among themselvesdetermine; but in no event shall more than one vote be cast withrespect to any such Lot or Living Unit.

Section 2. Resolution Number 85-A, adopted April 13, 1985, sostates: WHEREAS, certain owners of rights, titles, interests, estatesand equities in the real estate located in the LAKEMONT SHORES AND BAYCLUB, a Subdivision of Delaware County, Oklahoma, are delinquent inthe payment of certain assessments for maintenance, utilities andother matters, to the LAKEMONT SHORES PROPERTY OWNERS ASSOCIATION,INC., a non-profit Oklahoma corporation, thereby causing inconvenienceto other owners who are current in the payment of said assessments orbills; and, WHEREAS, in order to provide for a more orderly andequi table collection of said assessments, and to provide incentives tosaid owners to keep current with the payment of the same, it is deemedin the best interests of said corporation if certain privileges aredenied to said delinquent owners: NOW THEREFORE, BE IT RESOLVED, bythe Board of Directors of said corporation, in regular session dulyassembled, a quorum being present, as follows, to-wit: 1. That thevoting rights of all qualified owners of rights, titles, interests,estates or equities in and to any of the real estate located in theLAKEMONT SHORES AND BAY CLUB, a Subdivision of Delaware County,Oklahoma, according to the recorded Survey and Plat thereof, in and tothe annual membership or shareholders meetings of said corporation,and their access to and use of the "common properties" of saidcorporation, shall be withheld and suspended at any time the amount ofsuch delinquency is in the amount of One Hundred Dollars ($100.00) ormore. 2. This resolution shall become effective six (6) months fromthe date hereof, April 13, 1985.

Section 3. For purposes of determining the votes allowedunder this ARTICLE, when Living Units are counted, the Lot or Lotsupon which such Living Units are situated shall not be counted.(Amended June 13, 1981)

ARTICLE V

Property Rights and Rights ofEnj oyment of Common Property

Section 1. Each member shall be entitled to the use andenj oyment of the Common Properties and facilities as provided in thedeclaration applicable to The Properties.

Section 2. Any member may delegate his or its rights of,enj oyment in the Common Properties and facilities as provided in theDeclaration. Such member shall notify the Secretary in writing of thename of any such person and of the relationship, if any, of the member

to such person. The rights and privileges of such person are subj ectto suspension under ARTICLE III, Section 3, of these By-Laws to thesame extent as those of the members.

Section 3. The directors shall make such rules from time totime as shall be appropriate relative to the use of the CommonProperties and facilities by guests of members, and the members shallbe bound by such rules as same shall be made and published.

ARTICLE VI

Association Purposes and Powers

Section 1. The Association has been organized for thefollowing purposes: To preserve the value of and to promote thehealth, safety and welfare of the residents and commercial ownerswi thin The Properties and for this purpose to:

A. Exercise all of the powers and privileges and to perform allof the duties and obligations of the Association as set forth inDeclaration of Covenants and Restrictions, hereinafter calledDeclaration, applicable to The Properties and recorded or to berecorded in the office of the County Clerk for the County of Delaware,State of Oklahoma, and as the same shall be amended from time to timeas therein provided; said Declaration being incorporated herein as ifset forth at length;

B. Own, acquire, build, operate and maintain recreationalparks, playgrounds, swimming pools, golf courses, . private ways,pri vate roads , private lanes, utili ties (including, but not limitedto, water systems and sewer systems), lakes, buildings, structures andpersonal properties incident thereto, hereinafter referred to as "theCommon Properties and facilities";

C. Provide for municipal servicesto, garbage and trash collections, firemaintenance of unkept lands and trees;

including, but not limitedand police protection and

D. Fix, levy, collect and enforce payment by any lawful means,all charges and assessments pursuant to the terms of the Declaration;to pay all expenses in connection therewith and all office and otherexpenses incident to the conduct of the business of the Association,including all licenses, taxes or governmental charges levied orimposed against the property of the Association;

E. Pursuant to the terms of thelease, transfer, dedicate for public useor personal property in connectionAssociation;

Declaration convey, sell,or otherwise dispose of realwi th the affairs, of the

F. Pursuant to the terms of the Declaration, borrow money andwith the assent of two-thirds (2/3) of the Board of Directors,mortgage, pledge, deed in trust or hypothecate any or all of its realor personal property in connection with the affairs of theAssociation.

G. Pursuant to the terms of the Declaration, dedicate, sell ortransfer all or any part of the Common Properties and facilities toany public or private agency, authority or utility for such purposesand subj ect to such conditions as may be agreed to by the Board ofDirectors. No such dedication or transfer shall be effective unlessapproved by two-thirds (2/3) of the Board of Directors, agreeing tosuch dedication, sale or transfer;

H. Participate in mergers and consolidations with othernon-profit corporations organized for the same or similar purposes,provided that any such merger shall have the assent of two-thirds(2/3) of the Board of Directors;

I. Insofar as permitted by law, to do any other thing that, inthe opinion of the Board of Directors, will promote the common benefitand enj oyment of the residents and commercial owners of TheProperties, including, but not limited to, maintenance of publicstreet and roads; and

J. Enforce any and all covenants, restrictions and agreementsapplicable to The Properties.

(Amended June 13, 1981)

ARTICLE VII

Board of Directors

Section 1. The affairs of the Association shall be managed bya Board of Directors consisting of nine (9) directors. The directorsmust be a member of the Association. A change in the minimum andlormaximum numer of directors of the Board, can be made only by a voteof the members of the Association duly entitled to vote as establishedin these By-Laws at any of their regular or special meetings. It isfurther expressly provided that any decrease in the number of directorposi tions on other Board made by either the Directors or the membersof the Association in the manner provided in the preceding sentence,shall not have the effect of vacating or terminating the position ofany duly elected director during his or her current term of office,but rather such position can be eliminated only if it is vacant at thetime or when it becomes vacant at the end of the full term to whichany such director has been elected to serve. The Directors by theiradoption and execution of these By-Laws hereby determine that thereshall be nine (9) directors on other Board of Directors of theAssociation. Directors shall be elected for a term of three (3) years

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and shall serve until their respective successors are elected andqualified. Any vacancy occurring in the initial or any subsequentBoard of Directors shall be filled at any meeting of the Board ofDirectors by the affirmative vote of a majority of the remainingdirectors. Any director, appointed by the maj ori ty of the Board, tofill a vacancy shall serve as such until the expiration of the term ofthe director whose position he was appointed to fill. (Amended June13, 1981 and January 1986)

ARTICLE VIII

Board of Directors: Election Process

The nomination and election of the Board of Directors shall be asfollows:

Section 1. Election of Board of Directors shall be by writtenballot as hereinafter provided. At such election the members may castthree (3) votes "FOR" any three persons nominated for the vacancies tobe filled. If more than one vote is case "FOR" the same person, nomore than one shall be counted. (Amended July 13, 1981)

Section 2. Nominations for election to the Board of Directorsshall be made by a Nominating Committee which shall be one of thestanding committees of the Association.

Section 3. The Nominating Committee shall consist of three(3) members of the Board of Directors elected by the Board ofDirectors and one (1) member of the Nominating Committee shall bedesignated by the Board of Directors as Chairman. The NominatingCommi ttee shall be appointed annually and shall serve until asuccessor Nominating Committee shall be appointed by the Board ofDirectors. (Amended July 13, 1981)

Section 4. The Nominating Committee shall make as manynominations for election to the Board of Directors as it shall in itsdiscretion determine, but not less than the number of vacancies thatare to be filled. Such nominations may be made from among members, ingood standing, as the Nominating Committee shall determine.Nominations shall be placed on a written ballot as provided in Section5 and shall be made in advance of the time fixed in Section 5 for themailing of such ballots to members.

Section 5. All elections to the Board of Directors shall bemade on written ballot which shall (a) describe the vacancies to befilled; (b) set forth the names of those nominated by the NominatingCommittee for such vacancies with spaces opposite each name forvoting. Such ballots shall be prepared and mailed by the Secretary tothe members at least ten (10) days in advance of the date designatedby the Board of Directors as the date for the election. The date of

the election shall ordinarily be ten (10) days prior to the date ofthe annual meeting, but may be held at any time selected by the Boardof Directors, and the term of office of a director shall be for three(3) years, or until his successor shall have been elected and shall

have qualified; the terms shall expire upon the date of the annualmeeting of members three (3) years after his election, unless asuccessor shall not have been elected and shall not have qualified,and in such event, he shall continue to serve until his successor iselected and shall qualify, and same shall apply to the directorsdesignated in the Articles of Incorporation. (Amended June 13, 1981)

Section 6.mailed by thePresident.

Each memberSecretary, with

shall receive onea return envelope

(1) ballot to beaddressed to the

Section 7. Upon receipt of each ballot returned, thePresident shall place same in a safe place and upon the datedesignated by the Board of Directors as the date of the election shallopen the ballots and count same in the presence of two (2) otherdirectors appointed by the Board of Directors who, with the President,shall constitute the Election Committee. In the event two (2) or morepersons have been nominated for a vacancy, the person receiving thegreater number of affirmative votes shall be declared elected. In theevent only one (1) person shall have been nominated for a vacancy,such person must receive more than one-half (1/2) affirmative votes ofthe total votes cast to fill the particular vacancy; otherwise, suchfact shall be reported to the Nominating Committee and the NominatingCommittee shall forthwith nominate one or more persons to fill thevacancy, or vacancies, which was or were not filled at the election.The new name or names shall be placed upon a ballot and the sameprocedure aforesaid shall be carried out promptly. (Amended June 13,1981)

Section 8. "Write-in" vote or votes will be counted in anyelection of directors. (Amended June 13, 1981)

ARTICLE IX

Powers and Duties of the Board of Directors

Section 1. The Board of Directors shall have power:

A. To call a special meeting of the members whenever it deemsnecessary and it shall call a meeting at any time upon written requestof the members, as provided in ARTICLE XIII, Section 2.

B. To appoint and remove at pleasure all officers, agents andemployees of the Association, prescribe their duties, fix theircompensation and require of them such security or fidelity bond as itmay deem expedient. Such duties as are provided in this sub-paragraph

(B) may be delegated by the directors to a specific director who shallreport his actions to the Board of Directors from time to time.

C. To establish, levy and assess, and collect the assessmentsor charges as provided in the Declaration.

D. To adopt and publish rules and regulations governing the useof the Common Properties and facilities and the personal conduct ofthe members, guests and others thereon.

E. To exerciseauthori ty vested in orreserved to membersIncorporation.

for the Association all powers, duties anddelegated to this Association, except thosein the Declaration or the Articles of

F. In the event that any member of the Board of Directors ofthis Assqciation shall be absent from three (3) consecutive regularmeetings of the Board of Directors, the Board may, by action taken atthe meeting during which said third absence occurs, declare the officeof said absent director to be vacant.

Section 2. It shall be the duty of the Board of Directors:

A. To cause to be kept a complete record of all its acts andcorporate affairs and to present a statement thereof to the members atthe annual meeting of the members or at any special meeting when suchis requested in writing by the membership, as provided in ARTICLEXIII, Section 2.

B. To supervise all officers, agents and employees of thisAssociation and to see that their duties are properly performed.

C. As more fully provided in the Declaration applicable. to TheProperties:

(1) To fix the amount of the assessment against each lotfor each assessment period at least thirty (30) days in advanceof such date or period, and at the same time;

(2) To prepare a roster of The Properties and assessmentsapplicable thereto which shall be kept in the office of theAssociation and shall be open to inspection by any member, and,at the same time;

(3) To send written notice of each assessment to everyowner subj ect thereto.

D.demand

To issue, or to cause an appropriate officer to issue, uponby any person a certificate setting forth whether any

assessment has been paid. Such certificate shall be conclusiveevidence of any assessment therein to have been paid.

E. To maintain all Common Properties and facilities.

ARTICLE X

Directors' Meetings

Section 1. An annual meeting of the Board of Directors shallbe held on the second Saturday of April of each year, at 10: 00 a.m.The Board of Directors may, by resolution, set the day and hour ofregular meeting. (Amended June 13, 1981)

Section 2. Notice of such annual or regular meetings ishereby dispensed with. If the day for the annual or regular meetingshall fall upon a holiday or holiday weekend, the meeting shall beheld at the same hour on the first Saturday following which is not aholiday, and no notice thereof need be given. (Amended June 13, 1981)

Section 3. Special meetings of the Board of Directors shallbe held when called by an officer of the Association or by any two (2)directors after not less than three (3) days' notice to each director.

Section 4. The transaction of any business at any meeting ofthe Board of Directors, however called and noticed, or wherever held,shall be as valid as though made at a meeting duly held after regularcall and notice if a quorum is present, and, if either before or afterthe meeting, each of the directors not present signs a written waiverof notice. All such waivers shall be filed with the corporate recordsand made a part of the minutes of the meeting.

Section 5. The maj ori ty of the Board of Directors shallconstitute a quorum thereof.

Section 6. Any action which might be taken at a meeting ofthe Board of Directors may be taken without a meeting if a record ormemorandum thereof be made in writing and signed by all of thedirectors.

ARTICLE XI

Officers

Section 1. The officers shall be a President, aVice-President, a Secretary and a Treasurer. The President shall be amember of the Board of Directors. The offices of Secretary andTreasurer may be held by the same person. The Board may elect suchother officers as the affairs of the Association may require, each of

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whom shall hold office for such period, have such authority andperform such duties as the Board may, from time to time, determine.

Section 2.the directors.

The officers shall be chosen by maj ori ty vote of

Section 3. All officers shall hold office during the pleasureof the Board of Directors.

Section 4. The President shall preside at all meetings of theBoard of Directors, shall see that orders and resolutions of the Boardof Directors are carried out and sign all notes, leases, mortgages anddeeds.

Section 5. The Vice President shall perform all the duties ofthe President in his absence.

Section 6. The Secretary shall be ex officio Secretary of theBoard of Directors, shall record the votes and keep the minutes of allproceedings in a book to be kept for that purpose. He shall sign allcertificates of membership. He shall keep the records of theAssociation. He shall record in a book kept for that purpose thenames of all members of the Association together with their addressesas registered by such members.

Section 7. The Treasurer shall recei ve and deposit inappropriate bank accounts all monies of the Association and shalldisburse such funds as directed by the Board of Directors; provided,however, that a resolution of the Board of Directors shall not benecessary for disbursements made in the ordinary course of businessconducted wi thin the limits of a budget adopted by the Board. TheTreasurer or President shall sign all checks and notes of theAssociation, provided that such notes signed by the Treasurer shallalso be signed by the President or Vice-President.

Section 8. The Treasurer shall keep proper books of accountand cause an annual audit of the Association books to be made by apublic acocuntant or certified public accountant at the completion ofeach fiscal year. He shall prepare an annual budget and an annualbalance sheet statement and the budget and balance sheet statementshall be presented to the membership at its regular annual meeting.

ARTICLE XII

Committees

Section 1. The standing committees of the Association shallbe:

Nominating Committee

Recreation CommitteeConstruction and Maintenance CommitteeArchi tectural Control CommitteePublici ty CommitteeAudi t Commi t tee

Unless otherwise provided herein, each Committee shall consist of aChairman and two (2) or more members and shall include a member of theBoard of Directors for Board contact. The Committees shall beappointed by the Board of Directors prior to each annual meeting toserve from the close of such annual meeting until the close of thenext annual meeting and such appointment shall be announced at eachsuch annual meeting. The Board of Directors may appoint such othercommittees as it deems desirable.

Section 2. The Nominating Committee shall have the duties andfunctions described in ARTICLE VIII.

Section 3. The Recreation Committee shall advise the Board ofDirectors on all matters pertaining to the recreational program andacti vi ties of the Association and shall perform such other functionsas the Board, in its discretion, determines.

Section 4. The Construction and Maintenance Committee shalladvise the Board of Directors on all matters pertaining to theconstruction, maintenance, repair or improvement of the CommonProperties and facilities of the Association, and shall perform suchother functions as the Board, in its discretion, determines.

Section 5. The Architectural Control Committee shall have theduties and functions described in the Declaration applicable to TheProperties. It shall watch for any proposals, programs or acti vi tieswhich may adversely affect the residential value of The Properties andshall advise the Board of Directors regarding Association action onsuch matters.

Section 6. The Publicity Committee shall inform the membersof all activities and functions of the Association and shall, afterconsul ting the Board of Directors, make such public releases andannouncements as are in the best interest of the Association.

Section 7. The Audit Committee shall supervise the annualaudit of the Association's books and approve the annual budget andbalance sheet statement to be presented to the membership at itsregular annual meeting as provided in ARTICLE XI, Section 8. TheTreasurer shall be an ex officio member of the Committee.

Section 8. With the exception of the Nominating Committee andthe Architectural Control Committee (but then only as to thosefunctions that are governed by the Declaration applicable to The

Properties), each Committee shall have power to appoint a subcommitteefrom among its membership and may delegate to any such subcommitteeany of its powers, duties and functions.

Section 9. It shall be the duty of each Committee to receive'complaints from members on any matter involving Association functions,duties and acti vi ties wi thin its field of responsibility. It shalldispose of such complaints as it deems appropriate or refer them tosuch other Committee, director or officer of the Association asfurther concerned with the matter presented.

ARTICLE XIII

Meeting of Members

Section 1. The regular annual meeting of the members shall beheld on the Saturday. preceding the 15th day of the month of June ineach year, at 10:00 a.m., or at the same hour upon such other dateduring the year as the Directors may, by resolution designate. If theDirectors do not designate another meeting date, and if the date forthe annual meeting of the members shall fall upon a holiday, themeeting will be held at the same hour on the first Saturday followingwhich is not a holiday. The meeting shall be held at or near theCommon Properties referred to in the By-Laws and Declaration ofCovenants and Restrictions of the Association, or at such other placeas the Directors may by resolution designate. (Amended June 13, 1981)

Section 2. Special meetings of the members for any purpose.may be called at any time by the President, the Vice-President, theSecretary or Treasurer, or by any two (2) or more members of the Boardof Directors, or upon written request of the members who have a rightto vote one-fourth (1/4) of all of the votes of the entire membership.

Section 3. Notice of any meetings shall be given to themembers by the Secretary. Notice may be given to the member eitherpersonally, or by sending a copy of the notice through the

mail ,postage thereon fully prepaid, to his address appearing on the booksof the Association. Each member shall register his address with theSecretary and notices of meetings shall be mailed to him at suchaddress. Notice of any meeting, regular or special, shall be mailedat least ten (10) days in advance of the meeting and shall set forthin general the nature of the business to be transacted; provided,however, that if the business of any meeting shall involve an electiongoverned by ARTICLE XIII or any action governed by the Articles ofIncorporation, or by the Declaration applicable to The Properties,notice of such meeting shall be given or sent as therein provided.

Section 4. The presence at the meeting of members entitled tocast, or of proxies entitled to cast, one-tenth (1/10) of themembership shall constitute a quorum for any action governed by these

By-Laws. Any action governed by the Articles of Incorporation or bythe Declaration applicable to The Properties shall require a quorum astherein provided.

ARTICLE XIV

Proxies

Section 1. At all corporate meetings of members, each membermay vote in person or by proxy.

Section 2. All proxies shall be in writing and filed with theSecretary. No proxy shall extend beyond a period of eleven (11)months, and every proxy shall automatically cease upon sale by themember of his interest in The Properties.

ARTICLE XV

Books and Papers

Section 1. The books, records and papers of the Associationshall at all times, during reasonable business hours, be subj ect tothe inspection. of any member.

ARTICLE XVI

Corporate Seal

Section 1. The Association shall have a seal containing thewords: LAKEMONT SHORES PROPERTY OWNERS ASSOCIATION, INC.

ARTICLE XVI I

Amendments

Section 1. These By-Laws may be amended at any regular orspecial meeting of the Board of Directors by a vote of a majority of aquorum present and voting, provided that those provision of theseBy-Laws which are governed by the Articles of Incorporation of thisAssociation may not be amended except as provided in the Articles ofIncorporation or applicable law; and provided further that any matterstated herein to be or which is, in fact, governed by the Declarationapplicable to The Properties may not be amended except as provided insuch Declaration.

Section 2. In the case of any conflict between the Articlesof Incorporation and these By-Laws, the Articles shall control; and inthe case of any conflict between the Declaration applicable to theProperties and these By-Laws, the Declaration shall control. Under no

circumstances will either the Declaration or the By-Laws supersede theArticles of Incorporation. (Amended January 1986)'

The original of these By-Laws was signed by the then Board ofDirectors on the 27th day of December, 1976.

IN WITNESS WHEREOF, these amended By-Laws have been signed onthis the day of January, 1986, by the following officers.

Ronald D. Todd, President

Thurman V. Long, Secretary & Treasurer

(SEAL)

The BY LAWS OF LAONT SHORES PROPERTY OWNRS ASSOCIATION, INC.were recorded at the Delaware County court house February 11, 1986,Book 498, Pages 767 through 778.