3.1 Number

The affairs of the Association shall be governed by a Board of Directors. The initial Board of Directors shall be composed of three (3) persons who shall be appointed by the Declarant.

3.2 Election of Board of Directors

The members of the initial Board of Directors shall serve for an initial term until the expiration of the Declarant's management authority pursuant to Article 6 of the Declaration. Any vacancy occurring in the initial Board of Directors, regardless of the cause therefore, shall be filled by the action of the remaining Directors on the Board. Upon the expiration of the initial term of the initial Board of Directors, three (3) Directors shall be elected. One (1) Director shall be elected for a term of two (2) years and two (2) Directors shall be elected for a term of one (1) year each. The term of such Directors shall end on the last day of the month in which the annual meeting of Members is held. Thereafter, at the expiration of the term of each of such Directors, a Director shall be elected for a term of two (2) years to fill the vacancy. A person receiving the most votes at an election of directors shall be elected regardless of whether such person receives a majority. If more than one Director is to be elected at a meeting then each Director shall be elected separately so that, for example, the first vacancy shall be filled by election before the nominations are closed and the election is held for the second vacancy. Nominations shall be made separately for each vacancy, may be made by committee appointed by the President and may be made from the floor.

3.3 Change in Number, Tenure and Qualifications

The number of Directors may be increased or decreased consistent with statutory requirements and subject to the provisions of the Articles of Incorporation by amendment to these Bylaws. After the initial term of Directors ends, no person shall thereafter be qualified to be elected as Director of the Association or to continue to hold office as Director of the Association unless such person is a Member of the Association, except that an employee of a corporation which is a Member or a person who is a partner of a partnership which is a Member or an employee of a partnership which is a Member shall be qualified to serve as Director of the Association. This Section 3.3 shall not be amended without the unanimous consent of all Members entitled to vote. Except as provided in the Articles of Incorporation and unless removed in accordance with the provisions of these Bylaws, each Director shall hold office until the second annual meeting of the members after the meeting at which he/she was elected and until his/her successor shall have been elected and qualified.

3.4 Vacancies

Vacancies in the Board of Directors caused by reason other than the removal of a Director by a vote of the Association shall be filled by vote of the majority of the remaining Directors, even though they may constitute less than a quorum; and each person so elected shall serve for the unexpired portion of the previous Director's term.

3.5 Removal of Directors

At any annual meeting of the Association or special meeting of the Association called for that purpose, any one or more of the Directors who have been elected by the Members may be removed, with or without cause, by a two-thirds (2/3) vote of the Members present and entitled to vote at any meeting at which a quorum is present, and successors may then be elected to fill the vacancies thus created.

3.6 Compensation

No compensation shall be paid to Directors for their services as Directors.

3.7 Regular Meeting

Regular meetings of the Board of Directors may be held at such time and place as shall be determined from time to time by a majority of the Directors, but at least one (1) such meeting shall be held during each calendar year. Notice of regular meetings of the Board of Directors shall be given by the President to each Director as provided in Section 3.10

3.8 Special Meetings

Special meetings of the Board of Directors may be called by the President on three (3) days' prior notice to each Director, given as provided in Section 3.10.

3.9 Open Meetings: Executive Sessions

Except as provided in this Section 3.9, all meetings of the Board of Directors shall be open for observation by all Members and their authorized agents. The Board of Directors shall keep minutes of all actions taken by the Board, which shall be available to all Members. Upon the affirmative vote in open meeting to assemble in closed session, the Board of Directors may convene in closed executive session to consider personnel matters; consult with legal counsel or consider communications with legal counsel; and discuss likely or pending litigation, matters involving possible violations of the governing documents of the Association, and matters involving the possible liability of a Member to the Association. The motion shall state specifically the purpose for the closed session. Reference to the motion and the stated purpose for the closed session shall be included in the minutes. The Board of Directors shall restrict the consideration of matters during the closed portions of meetings only to those purposes specifically exempted and stated in the motion. No motion, or other action adopted, passed, or agreed to in closed session may become effective unless the Board of Directors, following the closed session, reconvenes in open meeting and votes in the open meeting on such motion, or other action which is reasonably identified. The requirements of this subsection shall not require the disclosure of information in violation of law or which is otherwise exempt from disclosure.

3.10 Notice

Written notice of regular and special meetings of the Board of Directors stating the time and place thereof shall be given at least two (2) days prior to the date set for such meeting by the person authorized to call such meeting or the Secretary of the Association either by personal delivery to each Director or by mail addressed to each director or by telegram or by facsimile. If mailed, the notice shall be deemed to be given when deposited in the United States first-class mail, postage prepaid, so addressed to the Director. If notice is given by telegram, the notice shall be deemed given when the telegram is delivered to the telegraph company for transmission. If notice is given by facsimile, the notice shall be deemed given upon confirmation of facsimile transmission. If no place for such meeting is designated in the notice thereof, the meeting shall be held at the registered office of the corporation. Any Director may waive notice of any meeting at any time. The attendance of a Director at a meeting shall constitute a waiver of notice of the meeting except where a Director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Board of Directors need be specified in the notice or waiver of notice of such meeting.

3.11 Quorum

A majority of the number of Directors fixed by these Bylaws shall constitute a quorum for the transaction of any business at any meeting of directors.

3.12 Manner of Acting

The act of the majority of the Directors present at a meeting or adjourned meeting at which a quorum is present shall be the act of the Board of Directors unless the act of a greater number is required by the Articles of Incorporation or these Bylaws. The Board of Directors shall have the right to take any action in the absence of a meeting that the Board could take at a meeting by obtaining the written approval of all the Directors. Any action so approved shall have the same effect as though taken at a meeting of the Directors.

3.13 Architectural Control

The Board of Directors or a committee of three (3) or more Members or other persons appointed by the Board (at least two (2) of whom shall be Directors) shall act as the Architectural Control Committee ("ACC") described in Article 7 of the Declaration.