1. Place. All meetings of Members shall be held at such place and time as may be designated in the notice of the meeting, to be determined by the Board of Directors of the Association (the "Board" or the "Board of Directors")

2. Annual Meeting. Annual meetings of the Members shall be held at a time and on a day in the month of September of each year, to be determined by the Board. The first annual meeting of the Members shall take place in the month of September after the completion of the turnover by the Declaration of the management of the Subdivision, as provided in the Declaration. At the first annual meeting of the Members, the voting Members shall elect the new members of the Board of Directors and transact such other business as may properly come before the meeting.

3. Special Meetings. Prior to the termination of the Class B Control Period, special meetings of the Members may be called at any time by the Board. After the termination of the Class B Control Period, special meetings of the Members may be called at any time by the President of the Association, or by the Board, or at the written request of the voting Members entitled to vote one-third (1/3) of all of the votes of the Association. Business transacted at all special meetings shall be confined to the objects stated in the notice of the meeting.

4. Notice of Meetings. Written notice of each meeting and special meeting of the Members shall be served upon or mailed to each Member entitled to vote thereat, at such address as appears on the books of the Association, at least ten (10) days but no more than fifty (50) days before the meeting. The notice shall specify the place, day, time and purpose of the meeting. Waiver in writing of the notice required herein, signed by the Member before, at, or after such a meeting, shall be equivalent to the giving of such a notice. Each Member shall notify the Secretary of the Association of any address change, and the giving of notice shall be in all respects sufficient if sent to the address of the Member which is then on file with the Secretary.

5. Membership List. At least ten (10) days before every election of Directors, a complete list of Members entitled to vote at the Election, showing the Lot owned by the Member and the residence address of each, shall be prepared by the Secretary. Such list shall be open to examination by any Member throughout the ten (10) day period preceding the election, until the election is completed.

6. Voting Rights. The vote for each membership in the Association shall be cast as provided by the Declaration. The voting rights attributable to a membership in the Association may not be exercised unless all assessments, and any interest, fees and costs associated therewith, which are attributable to the Lot giving rise to the membership are completely paid and up to date as of the date which is ten (10) days prior to the date of the meeting. If more than one person or one or more legal entity owns a lot, the Owners shall file a certificate with the Secretary naming the person authorized to cast the vote for the Lot (the "Voting Member"). If no certificate is filed, the co-owners must designate at the time of the meeting, the Voting Member authorized to cast such a vote. The Voting Members shall cast the votes of the Members, as provided herein and in the Declaration.

7. Proxies. At all meetings of the Members, every Voting Member shall have the right to vote in person or by proxy. All proxies shall be executed in writing by the Voting Member or by his duly authorized attorney-in-fact and shall be filed with the Secretary prior to the meeting at which any such proxy is used. No proxy shall be valid after eleven (11) months from the date of its execution, unless otherwise provided in the proxy.

8. Quorum. The presence at a meeting of Voting Members entitled to cast, or of proxies entitled to cast, fifty (50) percent of the votes of the Association shall constitute a quorum for any action, except as otherwise provided in the Declaration or these Bylaws. If, however, such quorum is not present or represented at any meeting, the Members present and entitled to vote shall have power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present or represented. If adjournment extends thirty (30) days past the originally scheduled meeting date, notice of the date on which the adjourned meeting is to be reconvened shall be given as herein provided.

9. Voting Required to Transact Business. When a quorum is present at any meeting, a majority of the votes entitled to be cast by the Voting Members present or the votes represented by proxy shall decide any question brought before the meeting unless the question is one upon which, by express provision of the Declaration or these Bylaws, a different vote is required, in which case such express provision shall govern and control the decision of such question.

10. Action Without Meeting. Any action which is required or permitted to be taken at a meeting may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by all of the Members entitled to vote with respect to the subject matter thereof and filed with the Secretary, whether done before or after the action so taken.

11. Order of Business. The order of business at annual Members' meetings and as far as practical at other Members' meetings, shall be established by the Board and may be set forth in the notice of meeting.

12. Rules of Order. On all matters not specifically addressed herein, meetings of the Association or the Neighborhood Associations shall be governed by Robert's Rules of Order.