Bspoa By Laws

BY-LAWS

OF BEAVER SHORES PROPERTY O WNERS A SS O CIATION , I NC . (Last updated 9/05/97)

ARTICLE I. DEFINITIONS The “Association” shall mean and refer to the Beaver Shores Property Owner’s Association, Inc., a non-profit group corporation organized and existing under the laws of the state of Arkansas. The term “District” as used in this declaration shall mean, unless and until extended as hereinafter provided, all of the aforesaid land in Benton County, Arkansas according to the recorded survey thereof, plotted and known as Beaver Shores Incorporated. The term “Unit” refers to the Units within the Beaver Shores sub-division, of which there are a total of eight. The term “Owners” as used herein shall mean those persons who may, from time to time, own lots and/or tracts of within the district

ARTICLE II. LOCATION The principal office of the Association shall be at 16033 Cypress Lane, Rogers, AR 72756.

ARTICLE III. MEMBERSHIP Membership is open to all property owners of Beaver Shores and will consist of those property owners which have paid-up membership dues as assessed by the Association. Each household shall constitute one membership and have one vote. The Association shall have but one class of members and will not discriminate because of race, color, religion, or ethnic background.

ARTICLE IV. PURPOSE AND POWERS This Association is a civic, non-profit organization, and shall not include any business endeavor whatsoever, except such endeavors that as may be necessary to carry out and enforce the purposes enumerated in this section. The purpose of this Association is to look after the community needs of Beaver Shores, to promote Beaver Shores as a neighborly, healthful, environmentally attractive residential community, and to protect sub-division covenants.

ARTICLE V. METHOD OF PROVIDING GENERAL FUNDS For the purpose of providing a general fund to enable said Association to further the purpose and aims of the Association, all said property owners subject to this declaration shall be subject to an annual assessment of $20.00 to be paid to the Association. The Association shall set the amount of the assessment from year to year upon approval of said amount by the members of the Association. The Association shall operate on a calendar year basis, January 1 to December 31. Only those memberships which have been paid by the time of the annual meeting or any called meeting, can vote.

ARTICLE VI. MEETINGS OF MEMBERS Section 1 An annual meeting of the members shall be held in April at a place and on a date designated by the President ofr the election of members to the Board of Directors and for the transaction of any other business as may come before the meeting. Section 2 Special meetings of the membership for any purpose may be called at any time by the President or by any two or more members of the Board of Directors, or by written request signed by twenty-five members or more of the membership. Section 3 Written or printed notice stating place, day and hour and of any annual meeting or any special meeting of the membership shall be delivered by mail or in person at least one week prior to the meeting. The purpose shall be stated for all special meetings. Section 4 At any annual or special meeting, those memberships present shall constitute a quorum at such meeting.

ARTICLE VII. PROXIES Section 1 At all duly constituted meetings of the membership, each membership may vote in person or by proxy

Page 1 of 3, By-Laws of Beaver Shores Property Association Inc.

Section 2 ALL proxy votes must be filed with the Board of Directors Secretary prior to the opening of the meeting

ARTICLE VIII. BOARD OF DIRECTORS The management of the affairs of the Association shall be vested in a Board of Directors, and a Director shall be a member of of the Association. The number of Directors shall be a minimum of three and a maximum of fifteen, and a change in the number of Directors within this range may be made at any annual meeting of the Association. Any Director elected to fill a vacancy shall serve until the expiration of the term of the Director whose position was filled. The terms of all Directors shall be staggered two year terms and no Director shall serve more than six successive years.

ARTICLE IX. ELECTION OF DIRECTORS AND NOMINATING COMMITTEE Section 1 The election of the Board of Directors shall be by majority vote as hereinafter provided. At such election, the memberships or their proxies may cast one vote in respect to each vacancy in their unit. The name or names receiving the largest number of votes shall be elected from that unit. Section 2 A Nominating Committee shall make nominations for election to the Board of Directors, which shall be a standing committee of the Association. The Nominating Committee shall consist of a chairman, and two or more members of the Association. The Nominating Committee shall be appointed by the Board of Directors before each annual meeting, until the close of the next annual meeting, and such appointment shall be announced at each annual meeting. Section 3 Names submitted to the Nominating Committee shall be representative of the several areas of the District, according to the membership population in each unit as can best be determined, providing that each unit has at least one representative on the Board of Directors regardless of the number of memberships within the unit. It is further provided that no unit shall have more than four representatives. If no candidate is available from a unit, that slot will go into a pool for distribution among the other units. Section 4 A Director must live within the unit he/she is representing, and only one Director shall come from a membership household.

ARTICLE X. ELECTION OF DIRECTORS AND NOMINATING COMMITTEE Section 1 The Board of Directors shall have power: A. To appoint and remove all officers, agents, and employees of the Association, prescribe their duties, fix their compensation and require of them such security or fidelity bonds as it may deem expedient. Nothing contained in these by-laws shall be construed to prohibit the employment of any members, officers or Directors of the Association in any capacity whatsoever. B. To propose, levy, and assess ad collect assessments or charges or dues; such levies, dues, assessments and charges must be approved by the membership. C. To exercise for the Association all powers and authority vested in or delegated to the Association. Any property or equipment shall not be acquired or disposed of whose value is in the excess of $300 except by a favorable vote of the membership taken at a special or annual meeting. D. In the event that any member of the Board of Directors shall be absent from three or more consecutive regular meetings of the Board of Directors, the Board may, by action at the meeting during which said member’s third or subsequent absence occurs declare the office of said member 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 acts and corporate affairs and to present a statement thereof to the membership at the annual meeting. B. To hold a regular monthly meeting as a place designated by the President. C. To hold special meetings of the Board of Directors when called for by the President or any two members of the Board. All members of the Board are to be notified. D. To provide for an annual audit of the Treasurer’s records covering the calendar year and using a person or agency not connected with the Board of Directors. Page 2 of 3, By-Laws of Beaver Shores Property Association Inc.

Section 3 A majority (more than one half) of the Board of Directors constitute a quorum for the transaction of business at any meeting of the Board, but if less than the majority of the Directors are present, the meeting may be adjourned from time to time without further notice Section 4 The act of a majority of Directors present at a meeting at which a quorum is present shall be the act of the Board of Directors. Section 5 Directors will serve without remuneration from the Association.

ARTICLE XI. OFFICERS Section 1 The officers of the Association for each year (May through April) shall be duly elected from the Board of Directors at the first meeting of the Board and shall consist of a President, Vice President, Secretary and Treasurer. Section 2 The President shall be the principal executive officer of the Association and shall in general supervise and control all of the business and affairs of the Association. He/She shall preside at all meetings of the Board and of the Association. The President shall see that all orders and resolutions of the Board of Directors are carried out. Section 3 The Vice President shall perform all the duties of the President in their absence, and when so acting shall have all the powers of and be subject to all the restrictions upon the President. Section 4 The Treasurer shall have charge of and be responsible for all funds of the Association from any source whatsoever, and deposit all such monies in the name of the Association in such bank selected, and in general, perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned by the President or by the Association. A financial report shall be given at all Board meetings and meetings of the Association membership. The Treasurer shall keep a register of the post office address of each member. No expenditure of Association funds shall be made which is in excess of $100 without prior Approval of the Board of Directors. Section 5 The Secretary shall keep the minutes of the Board of Directors and the Association in a book provided for that purpose, and shall perform all the duties incident to the office of Secretary and such other duties as from time to time may be assigned by the President or by the Association. Section 6 The Treasurer, or in their absence the President, may sign checks against the account of the Association.

ARTICLE XII. BOOKS AND PAPERS The books, records and papers of the Association shall be at all times, during reasonable hours, subject to the inspection of any valid member.

ARTICLE XIII. AMENDMENTS These by-laws may be altered, amended, or repealed and a new set of by-laws adopted by the affirmative vote of the membership of the Association at any annual or special meeting thereof.

ARTICLE XIV. CORPORATE SEAL The Association shall have a seal in the circular form, having within its circumference the words: “Beaver Shores Property Owners Association, Inc. Seal 1975”. Special note: These by-laws have been retyped to correct typos and misspellings and to improve readability, but not to change the legal content of this 1997 version of the by-laws, which replaced the last official issue of by-laws from 1991. The 1997 by-laws are currently standing and abided by and have not been amended. Page 3 of 3, By-Laws of Beaver Shores Property Association Inc.