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LAMONT SHORES PROPERTY OWNRS ASSOCIATION

POLICY MAAL

SECTION V

P.O.A.
BY - LAWS
LAMONT SHORES PROPERTY OWNRS ASSOCIATION
POLICY MAAL

SECTION V.

BY LAWS
OF
LAMONT SHORES PROPERTY OWNRS
ASSOCIATION

ARTICLE I
Defini tions
Section i. "Association" shall mean and refer to the LAKEMONT
SHORES PROPERTY OWNERS ASSOCIATION, INC. , a nonprofit corporation
organized and existing under the laws of the State of Oklahoma.

Section 2. "Declaration" shall mean and refer to the


Declaration of Covenants and Restrictions recorded by Southwest
Investment Company in the office of the County Clerk for Delaware
County, Oklahoma.

Section 3. "The Properties" shall mean and refer to the real


estate described in the Declaration and such additions thereto as may
hereafter be brought wi thin the jurisdiction of the Association as
provided in the Declaration.

Section 4. "Common Properties" shall mean and refer to those


areas and to any improvement designated as Common Properties and
intended to be devoted to the common use and enj oyment of owners of
the Properties, and which are conveyed to the Association for such
use.
Section 5. "Lot" shall be the numbered lots or numbered and
lettered lots in the numbered blocks as shown on any recorded
subdi vision plat of the Properties.

Section 6. "Living Unit" shall mean and refer to any portion


of a building situated upon The Properties designed and intended for
use and occupancy as a residence by a single family.
ARTICLE II

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

ARTICLE III

Membership
Section 1. CHARTER MEMBERSHIP. Every person or legal entity
who purchased a fee, or undivided fee, interest in a lot in Lakemont
Shores development (excluding Ponderosa Park and Chestnut Hills and
all future additions) prior to February 1, 1977, shall be Charter
Members of the Association so long as they shall be record owners of a
fee, or undivided fee, interest in any such lot. For charter
membership purposes only, "record owner" shall include those who have
purchased on a contract for deed from the Developer, however, the
annual assessment applicable to such Charter Member shall be the
Twenty-Four Dollars ($24.00) per year per lot upkeep and
beautification charge set forth in the applicable recorded restrictive
covenants. Owners in East and West Additions must pay the Twenty-Four
Dollars ($24.00) per lot charge to be entitled to membership. In the
event that such annual assessment is not paid timely (time is of the
essence) by March 1 of each year, such Charter Membership shall
terminate automatically and without notice. If any Charter Member
wishes to rej oin the Association, he may do so only by becoming a
regular member and by adding his Lot to the Declaration and shall
thereby become obligated to pay the full Regular Membership annual
assessment. Charter Members shall be entitled to all of the
privileges of a member. Rescission or termination of a contract of
purchase, contract for deed, note or mortgage or other purchase
agreement shall terminate the Charter Membership. A Lot or Living
Uni t shall not be considered fully paid until the contract for
purchase, contract for deed, promissory note and mortgage or other
purchase agreement shall be fully satisfied. Charter Members are
limi ted to those persons or legal entities that own, of record, on
February 1, 1977, a fee, or undivided fee, interest in a Lot.
Subsequent record owners of a fee, or undivided fee, interest in such
Lots are not entitled to Charter Membership and shall be required to
become Regular Members if they wish to enjoy the use of the common
facili ties of the Association. If such subsequent record owners do
not choose to become Regular Members, they are still required to pay
the Twenty-Four Dollars ($24.00) per lot per year upkeep and
beautification fee to the Association, which fee shall be used for
road maintenance and general beautification of Lakemont Shores but
will not be used for maintenance of the common facilities. In order
to become a Regular Member, the record owner of a fee, or undivided
fee, interest shall be required to add the subj ect Lot to the
Declaration and shall thereby become obligated to pay the full Regular
Membership Annual Assessment. Charter Members may be excluded from
enjoyment of the common facilities that were not proposed at the time
that such Charter Member purchased his, her or its lot. (Amended June
13, 1981)

Section 2. REGULAR MEMBERSHIP. Every owner shall be a


Regular Member of the Association so long as it shall be the record
owner of a fee, or an undivided fee, interest in any Lot or Living
Uni t, which is subj ect by covenants of record to being assessed by the
Association (including but not limited to Lots and Living Units in
Ponderosa Park and Chestnut Hills and all future additions to Lakemont
Shores) even though such assessment has not yet commenced, and every
person 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 of
record to the Declaration and to being assessed by the Association,
provided that any such person or entity who holds such interest merely
as security for the performance of an obligation shall not be a
member.
Section 3. The obligation of the assessments which are
imposed against a particular Lot or Living Unit becomes a lien upon
the property against which such assessments are made and also becomes
a personal obligation of the owner of such Lot or Living Unit.
(Amended January 1986)

Section 4. Membership rights of any person or entity may be


suspended by action of the directors during the period when the
assessments remain unpaid; but, upon payment of such assessments, his
or its rights and privileges shall be automatically restored. If the
directors have adopted any published rules and regulations governing
the use of the Common Properties and facilities as provided in ARTICLE
IX, Section 1, hereof, and the personal conduct of any person thereon
is in violation of those rules and regulations, the directors may, in
their discretion, suspend the rights of any such person for a period
not to exceed thirty (30) days. The applicability of this Section 4
shall 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 in
Sections 1 and 2 of ARTICLE III hereof. Class A members shall be
enti tled to one vote (except as restricted) for each Lot or Living
Uni t in which they hold the interests required for membership by
Sections 1 and 2 of ARTICLE III hereof. When more than one person
holds such interest or interests in any Lot or Living Unit, the vote
of such Lot or Living Unit shall be exercised as they among themselves
determine; but in no event shall more than one vote be cast with
respect to any such Lot or Living Unit.

Section 2. Resolution Number 85-A, adopted April 13, 1985, so


states: WHEREAS, certain owners of rights, titles, interests, estates
and equities in the real estate located in the LAKEMONT SHORES AND BAY
CLUB, a Subdivision of Delaware County, Oklahoma, are delinquent in
the payment of certain assessments for maintenance, utilities and
other matters, to the LAKEMONT SHORES PROPERTY OWNERS ASSOCIATION,
INC., a non-profit Oklahoma corporation, thereby causing inconvenience
to other owners who are current in the payment of said assessments or
bills; and, WHEREAS, in order to provide for a more orderly and
equi table collection of said assessments, and to provide incentives to
said owners to keep current with the payment of the same, it is deemed
in the best interests of said corporation if certain privileges are
denied to said delinquent owners: NOW THEREFORE, BE IT RESOLVED, by
the Board of Directors of said corporation, in regular session duly
assembled, a quorum being present, as follows, to-wit: 1. That the
voting rights of all qualified owners of rights, titles, interests,
estates or equities in and to any of the real estate located in the
LAKEMONT SHORES AND BAY CLUB, a Subdivision of Delaware County,
Oklahoma, according to the recorded Survey and Plat thereof, in and to
the annual membership or shareholders meetings of said corporation,
and their access to and use of the "common properties" of said
corporation, shall be withheld and suspended at any time the amount of
such delinquency is in the amount of One Hundred Dollars ($100.00) or
more. 2. This resolution shall become effective six (6) months from
the date hereof, April 13, 1985.

Section 3. For purposes of determining the votes allowed


under this ARTICLE, when Living Units are counted, the Lot or Lots
upon which such Living Units are situated shall not be counted.
(Amended June 13, 1981)

ARTICLE V

Property Rights and Rights of


Enj oyment of Common Property
Section 1. Each member shall be entitled to the use and
enj oyment of the Common Properties and facilities as provided in the
declaration 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 the
Declaration. Such member shall notify the Secretary in writing of the
name 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 ect
to suspension under ARTICLE III, Section 3, of these By-Laws to the
same extent as those of the members.

Section 3. The directors shall make such rules from time to


time as shall be appropriate relative to the use of the Common
Properties and facilities by guests of members, and the members shall
be 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 the


following purposes: To preserve the value of and to promote the
health, safety and welfare of the residents and commercial owners
wi thin The Properties and for this purpose to:
A. Exercise all of the powers and privileges and to perform all
of the duties and obligations of the Association as set forth in
Declaration of Covenants and Restrictions, hereinafter called
Declaration, applicable to The Properties and recorded or to be
recorded 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 time
as therein provided; said Declaration being incorporated herein as if
set forth at length;

B. Own, acquire, build, operate and maintain recreational


parks, playgrounds, swimming pools, golf courses, . private ways,
pri vate roads , private lanes, utili ties (including, but not limited
to, water systems and sewer systems), lakes, buildings, structures and
personal properties incident thereto, hereinafter referred to as "the
Common Properties and facilities";

C. Provide for municipal services including, but not limited


to, garbage and trash collections, fire and police protection and
maintenance of unkept lands and trees;

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 other
expenses incident to the conduct of the business of the Association,
including all licenses, taxes or governmental charges levied or
imposed against the property of the Association;

E. Pursuant to the terms of the Declaration convey, sell,


lease, transfer, dedicate for public use or otherwise dispose of real
or personal property in connection wi th the affairs, of the
Association;
F. Pursuant to the terms of the Declaration, borrow money and
with the assent of two-thirds (2/3) of the Board of Directors,
mortgage, pledge, deed in trust or hypothecate any or all of its real
or personal property in connection with the affairs of the
Association.
G. Pursuant to the terms of the Declaration, dedicate, sell or
transfer all or any part of the Common Properties and facilities to
any public or private agency, authority or utility for such purposes
and subj ect to such conditions as may be agreed to by the Board of
Directors. No such dedication or transfer shall be effective unless
approved by two-thirds (2/3) of the Board of Directors, agreeing to
such dedication, sale or transfer;

H. Participate in mergers and consolidations with other


non-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, in


the opinion of the Board of Directors, will promote the common benefit
and enj oyment of the residents and commercial owners of The
Properties, including, but not limited to, maintenance of public
street and roads; and

J. Enforce any and all covenants, restrictions and agreements


applicable to The Properties.
(Amended June 13, 1981)

ARTICLE VII

Board of Directors

Section 1. The affairs of the Association shall be managed by


a Board of Directors consisting of nine (9) directors. The directors
must be a member of the Association. A change in the minimum andlor
maximum numer of directors of the Board, can be made only by a vote
of the members of the Association duly entitled to vote as established
in these By-Laws at any of their regular or special meetings. It is
further expressly provided that any decrease in the number of director
_ J'.
posi tions on other Board made by either the Directors or the members
of the Association in the manner provided in the preceding sentence,
shall not have the effect of vacating or terminating the position of
any duly elected director during his or her current term of office,
but rather such position can be eliminated only if it is vacant at the
time or when it becomes vacant at the end of the full term to which
any such director has been elected to serve. The Directors by their
adoption and execution of these By-Laws hereby determine that there
shall be nine (9) directors on other Board of Directors of the
Association. Directors shall be elected for a term of three (3) years
and shall serve until their respective successors are elected and
qualified. Any vacancy occurring in the initial or any subsequent
Board of Directors shall be filled at any meeting of the Board of
Directors by the affirmative vote of a majority of the remaining
directors. Any director, appointed by the maj ori ty of the Board, to
fill a vacancy shall serve as such until the expiration of the term of
the director whose position he was appointed to fill. (Amended June
13, 1981 and January 1986)

ARTICLE VIII

Board of Directors: Election Process

The nomination and election of the Board of Directors shall be as


follows:
Section 1. Election of Board of Directors shall be by written
ballot as hereinafter provided. At such election the members may cast
three (3) votes "FOR" any three persons nominated for the vacancies to
be filled. If more than one vote is case "FOR" the same person, no
more than one shall be counted. (Amended July 13, 1981)

Section 2. Nominations for election to the Board of Directors


shall be made by a Nominating Committee which shall be one of the
standing committees of the Association.

Section 3. The Nominating Committee shall consist of three


(3) members of the Board of Directors elected by the Board of
Directors and one (1) member of the Nominating Committee shall be
designated by the Board of Directors as Chairman. The Nominating
Commi ttee shall be appointed annually and shall serve until a
successor Nominating Committee shall be appointed by the Board of
Directors. (Amended July 13, 1981)

Section 4. The Nominating Committee shall make as many


nominations for election to the Board of Directors as it shall in its
discretion determine, but not less than the number of vacancies that
are to be filled. Such nominations may be made from among members, in
good standing, as the Nominating Committee shall determine.
Nominations shall be placed on a written ballot as provided in Section
5 and shall be made in advance of the time fixed in Section 5 for the
mailing of such ballots to members.

Section 5. All elections to the Board of Directors shall be


made on written ballot which shall (a) describe the vacancies to be
filled; (b) set forth the names of those nominated by the Nominating
Committee for such vacancies with spaces opposite each name for
voting. Such ballots shall be prepared and mailed by the Secretary to
the members at least ten (10) days in advance of the date designated
by 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 of
the annual meeting, but may be held at any time selected by the Board
of 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 annual
meeting of members three (3) years after his election, unless a
successor shall not have been elected and shall not have qualified,
and in such event, he shall continue to serve until his successor is
elected and shall qualify, and same shall apply to the directors
designated in the Articles of Incorporation. (Amended June 13, 1981)

Section 6. Each member shall receive one (1) ballot to be


mailed by the Secretary, with a return envelope addressed to the
President.
Section 7. Upon receipt of each ballot returned, the
President shall place same in a safe place and upon the date
designated by the Board of Directors as the date of the election shall
open the ballots and count same in the presence of two (2) other
directors appointed by the Board of Directors who, with the President,
shall constitute the Election Committee. In the event two (2) or more
persons have been nominated for a vacancy, the person receiving the
greater number of affirmative votes shall be declared elected. In the
event only one (1) person shall have been nominated for a vacancy,
such person must receive more than one-half (1/2) affirmative votes of
the total votes cast to fill the particular vacancy; otherwise, such
fact shall be reported to the Nominating Committee and the Nominating
Committee shall forthwith nominate one or more persons to fill the
vacancy, or vacancies, which was or were not filled at the election.
The new name or names shall be placed upon a ballot and the same
procedure aforesaid shall be carried out promptly. (Amended June 13,
1981)
Section 8. "Write-in" vote or votes will be counted in any
election 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 deems


necessary and it shall call a meeting at any time upon written request
of the members, as provided in ARTICLE XIII, Section 2.

B. To appoint and remove at pleasure all officers, agents and


employees of the Association, prescribe their duties, fix their
compensation and require of them such security or fidelity bond as it
may deem expedient. Such duties as are provided in this sub-paragraph
(B) may be delegated by the directors to a specific director who shall
report his actions to the Board of Directors from time to time.

C. To establish, levy and assess, and collect the assessments


or charges as provided in the Declaration.

D. To adopt and publish rules and regulations governing the use


of the Common Properties and facilities and the personal conduct of
the members, guests and others thereon.

E. To exercise for the Association all powers, duties and


authori ty vested in or delegated to this Association, except those
reserved to members in the Declaration or the Articles of
Incorporation.
F. In the event that any member of the Board of Directors of
this Assqciation shall be absent from three (3) consecutive regular
meetings of the Board of Directors, the Board may, by action taken at
the meeting during which said third absence occurs, declare the office
of 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 and


corporate affairs and to present a statement thereof to the members at
the annual meeting of the members or at any special meeting when such
is requested in writing by the membership, as provided in ARTICLE
XIII, Section 2.

B. To supervise all officers, agents and employees of this


Association and to see that their duties are properly performed.

C. As more fully provided in the Declaration applicable. to The


Properties:
(1) To fix the amount of the assessment against each lot
for each assessment period at least thirty (30) days in advance
of such date or period, and at the same time;

(2) To prepare a roster of The Properties and assessments


applicable thereto which shall be kept in the office of the
Association and shall be open to inspection by any member, and,
at the same time;

(3) To send written notice of each assessment to every


owner subj ect thereto.

D. To issue, or to cause an appropriate officer to issue, upon


demand by any person a certificate setting forth whether any
assessment has been paid. Such certificate shall be conclusive
evidence 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 shall


be 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 of
regular meeting. (Amended June 13, 1981)

Section 2. Notice of such annual or regular meetings is


hereby dispensed with. If the day for the annual or regular meeting
shall fall upon a holiday or holiday weekend, the meeting shall be
held at the same hour on the first Saturday following which is not a
holiday, and no notice thereof need be given. (Amended June 13, 1981)

Section 3. Special meetings of the Board of Directors shall


be 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 of


the Board of Directors, however called and noticed, or wherever held,
shall be as valid as though made at a meeting duly held after regular
call and notice if a quorum is present, and, if either before or after
the meeting, each of the directors not present signs a written waiver
of notice. All such waivers shall be filed with the corporate records
and made a part of the minutes of the meeting.

Section 5. The maj ori ty of the Board of Directors shall


constitute a quorum thereof.

Section 6. Any action which might be taken at a meeting of


the Board of Directors may be taken without a meeting if a record or
memorandum thereof be made in writing and signed by all of the
directors.
ARTICLE XI

Officers
Section 1. The officers shall be a President, a
Vice-President, a Secretary and a Treasurer. The President shall be a
member of the Board of Directors. The offices of Secretary and
Treasurer may be held by the same person. The Board may elect such
other officers as the affairs of the Association may require, each of

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

Section 2. The officers shall be chosen by maj ori ty vote of


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

Section 4. The President shall preside at all meetings of the


Board of Directors, shall see that orders and resolutions of the Board
of Directors are carried out and sign all notes, leases, mortgages and
deeds.
Section 5. The Vice President shall perform all the duties of
the President in his absence.

Section 6. The Secretary shall be ex officio Secretary of the


Board of Directors, shall record the votes and keep the minutes of all
proceedings in a book to be kept for that purpose. He shall sign all
certificates of membership. He shall keep the records of the
Association. He shall record in a book kept for that purpose the
names of all members of the Association together with their addresses
as registered by such members.

Section 7. The Treasurer shall recei ve and deposit in


appropriate bank accounts all monies of the Association and shall
disburse such funds as directed by the Board of Directors; provided,
however, that a resolution of the Board of Directors shall not be
necessary for disbursements made in the ordinary course of business
conducted wi thin the limits of a budget adopted by the Board. The
Treasurer or President shall sign all checks and notes of the
Association, provided that such notes signed by the Treasurer shall
also be signed by the President or Vice-President.

Section 8. The Treasurer shall keep proper books of account


and cause an annual audit of the Association books to be made by a
public acocuntant or certified public accountant at the completion of
each fiscal year. He shall prepare an annual budget and an annual
balance sheet statement and the budget and balance sheet statement
shall be presented to the membership at its regular annual meeting.

ARTICLE XII

Committees
Section 1. The standing committees of the Association shall
be:
Nominating Committee
Recreation Committee
Construction and Maintenance Committee
Archi tectural Control Committee
Publici ty Committee
Audi t Commi t tee

Unless otherwise provided herein, each Committee shall consist of a


Chairman and two (2) or more members and shall include a member of the
Board of Directors for Board contact. The Committees shall be
appointed by the Board of Directors prior to each annual meeting to
serve from the close of such annual meeting until the close of the
next annual meeting and such appointment shall be announced at each
such annual meeting. The Board of Directors may appoint such other
committees as it deems desirable.

Section 2. The Nominating Committee shall have the duties and


functions described in ARTICLE VIII.

Section 3. The Recreation Committee shall advise the Board of


Directors on all matters pertaining to the recreational program and
acti vi ties of the Association and shall perform such other functions
as the Board, in its discretion, determines.

Section 4. The Construction and Maintenance Committee shall


advise the Board of Directors on all matters pertaining to the
construction, maintenance, repair or improvement of the Common
Properties and facilities of the Association, and shall perform such
other functions as the Board, in its discretion, determines.

Section 5. The Architectural Control Committee shall have the


duties and functions described in the Declaration applicable to The
Properties. It shall watch for any proposals, programs or acti vi ties
which may adversely affect the residential value of The Properties and
shall advise the Board of Directors regarding Association action on
such matters.

Section 6. The Publicity Committee shall inform the members


of all activities and functions of the Association and shall, after
consul ting the Board of Directors, make such public releases and
announcements as are in the best interest of the Association.

Section 7. The Audit Committee shall supervise the annual


audit of the Association's books and approve the annual budget and
balance sheet statement to be presented to the membership at its
regular annual meeting as provided in ARTICLE XI, Section 8. The
Treasurer shall be an ex officio member of the Committee.

Section 8. With the exception of the Nominating Committee and


the Architectural Control Committee (but then only as to those
functions that are governed by the Declaration applicable to The
Properties), each Committee shall have power to appoint a subcommittee
from among its membership and may delegate to any such subcommittee
any 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 shall
dispose of such complaints as it deems appropriate or refer them to
such other Committee, director or officer of the Association as
further concerned with the matter presented.

ARTICLE XIII

Meeting of Members

members shall be
Section 1. The regular annual meeting of the

held on the Saturday. preceding the 15th day of the month of June in
each year, at 10:00 a.m., or at the same hour upon such other date
during the year as the Directors may, by resolution designate. If the
Directors do not designate another meeting date, and if the date for
the annual meeting of the members shall fall upon a holiday, the
meeting will be held at the same hour on the first Saturday following
which is not a holiday. The meeting shall be held at or near the
Common Properties referred to in the By-Laws and Declaration of
Covenants and Restrictions of the Association, or at such other place
as 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, the
Secretary or Treasurer, or by any two (2) or more members of the Board
of Directors, or upon written request of the members who have a right
to vote one-fourth (1/4) of all of the votes of the entire membership.

Section 3. Notice of any meetings shall be given to the


members by the Secretary. Notice may be given to the member either
personally, or by sending a copy of the notice through the
mail ,
postage thereon fully prepaid, to his address appearing on the books
of the Association. Each member shall register his address with the
Secretary and notices of meetings shall be mailed to him at such
address. Notice of any meeting, regular or special, shall be mailed
at least ten (10) days in advance of the meeting and shall set forth
in general the nature of the business to be transacted; provided,
however, that if the business of any meeting shall involve an election
governed by ARTICLE XIII or any action governed by the Articles of
Incorporation, 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 to


cast, or of proxies entitled to cast, one-tenth (1/10) of the
membership shall constitute a quorum for any action governed by these
By-Laws. Any action governed by the Articles of Incorporation or by
the Declaration applicable to The Properties shall require a quorum as
therein provided.

ARTICLE XIV
Proxies
Section 1. At all corporate meetings of members, each member
may vote in person or by proxy.

Section 2. All proxies shall be in writing and filed with the


Secretary. No proxy shall extend beyond a period of eleven (11)
months, and every proxy shall automatically cease upon sale by the
member of his interest in The Properties.

ARTICLE XV

Books and Papers


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

ARTICLE XVI

Corporate Seal

Section 1. The Association shall have a seal containing the


words: LAKEMONT SHORES PROPERTY OWNERS ASSOCIATION, INC.

ARTICLE XVI I

Amendments
Section 1. These By-Laws may be amended at any regular or
special meeting of the Board of Directors by a vote of a majority of a
quorum present and voting, provided that those provision of these
By-Laws which are governed by the Articles of Incorporation of this
Association may not be amended except as provided in the Articles of
Incorporation or applicable law; and provided further that any matter
stated herein to be or which is, in fact, governed by the Declaration
applicable to The Properties may not be amended except as provided in
such Declaration.
Section 2. In the case of any conflict between the Articles
of Incorporation and these By-Laws, the Articles shall control; and in
the case of any conflict between the Declaration applicable to the
Properties and these By-Laws, the Declaration shall control. Under no
circumstances will either the Declaration or the By-Laws supersede the
Articles of Incorporation. (Amended January 1986)'

The original of these By-Laws was signed by the then Board of


Directors on the 27th day of December, 1976.

IN WITNESS WHEREOF, these amended By-Laws have been signed on


this 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.