Mulberry Lane, October 2004

ARTICLE I
Name

The name of this organization shall be the Lake Clear Property Owners Association.

ARTICLE II
Purpose & Objectives

The objectives of this organization shall be:

1. to pursue and attain optimal environmental and ecological conditions for Lake Clear and its environs, in conjunction with public authorities;
2. to represent members of the Association on matters of concern as they relate to problems or circumstances affecting their Lake Clear properties;
3. to pursue any other issue or action on the provision of a two-thirds vote of those in attendance at a general membership meeting; and
4. to carry on without the purpose of gain for its members, and any profits or other accretions to the Association shall be used in promoting its purposes and objectives.

The office of the Association shall be at such place therein as the Executive may from time to time determine.

ARTICLE IV
Executive of the Association

Section A. The affairs of the Association shall be managed by an Executive consisting of the Officers of the Association, the Area Representatives and the immediate Past President, all of whom shall be members of the Association throughout their term of office. The Executive shall comprise seven Voting Members, namely the Officers of the Association, and several non-voting members, namely the Area Representatives and the Past President.

ARTICLE V
Officers of the Association

There shall be a President, a Vice-President, a Secretary-Treasurer, a Lake Steward, a Membership Chair, and two Executive Area Representatives, each of which shall be a Voting Member of the Executive, and any such other officers as the Executive may determine by by-law from time to time. One person may hold more than one office but no person shall hold more than two voting offices at any one time. The Officers shall be elected by the membership from amongst their numbers at the annual general meeting of the membership.

ARTICLE VI
Nominations and Voting for Executive Members

Section A. Each member of the Executive shall be elected at the annual general meeting to hold office commencing one week following said meeting for a period of one year or until a successor shall have been duly appointed or elected.

Section B. The Executive may appoint a nominating committee who shall nominate at least one member for each Executive vacancy for which an election is to be held. When a nominating committee has been appointed, the Chair of the Nominating Committee, at the annual general meeting, shall place the names of the persons nominated for the vacancies before the assembly and shall then call for other nominations for each vacancy. A vote will then be held. The election may be by a show of hands unless a ballot be demanded by any 25 Full Members.

Section C. The entire Executive shall be retired one week following the annual general meeting but shall be eligible for re-election if otherwise qualified.

ARTICLE VII
Removal of Voting Members of the Executive

The members of the Executive may remove any Voting Member who has missed three consecutive meetings without cause before the expiration of the term of office, by a vote of at least two-thirds of those present at an Executive meeting of which notice has been given, and may appoint any member to sit for the remainder of the term as set out in Article VIII following.

ARTICLE VIII
Vacancies on the Executive

Vacancies on the Executive, however caused, may so long as a quorum of Voting Members remain in office, be filled by the Executive from amongst the qualified members of the Association if they shall feel fit to do so; otherwise such vacancies shall be filled at the next annual general meeting of the membership at which the members of the Executive for the ensuing year are elected, but if there is not a quorum of Voting Members, the remaining Voting Members shall forthwith call a meeting of the general membership to fill the vacancy.

ARTICLE IX
Quorum and Meetings of the Executive

Section A. A majority of Voting Members of the Executive shall form a quorum for the transaction of business. The Executive may hold its meetings at such place or places as it may from time to time determine. No formal notice of such meeting shall be necessary if all Voting Members are in agreement or if those absent have qualified their consent to the meeting being held in their absence.

Section B. Executive meetings may be formally called by the President or Vice-President, or by the Secretary on the direction of the President or Vice-President, or by the Secretary on the direction in writing of any two members of the Executive. Notice of such meetings shall be delivered or telephoned to each member of the Executive not less than 7 days before the meeting is to take place.

ARTICLE X
Voting by the Executive

Section A. Unless otherwise stipulated herein, questions arising at any meeting of the Executive shall be decided by the majority of Voting Members. In the case of an equality of votes, the Chair shall have the casting vote.

Section B. A Declaration by the Chair that a resolution has been carried and an entry to that effect in the Minutes shall be admissible in evidence as proof of fact.

Section C. In the absence of the President, the duties of the Chair may be performed by the Vice-President or such other Voting Member as the Executive may from time to time appoint for that purpose.

ARTICLE XI
Powers

The members of the Executive of the Association may administer the affairs of the Association in all things and make or cause to be made for the Association in its name, any kind of contract which the Association may lawfully enter into not to exceed the Association's cash balance.

ARTICLE XII
Remuneration of Members of the Executive

The members of the Executive shall receive no remuneration for acting as such nor directly or indirectly receive any profit from their position as such.

ARTICLE XIII
Books and Records

The members of the Executive shall see that all necessary books and records of the Association as required are regularly and properly kept.

ARTICLE XIV
Membership of the Association

Section A. The Association membership shall comprise Full Members and Associate Members.

Section B. Full Members shall hold the right to vote at any general meeting of the Association. The membership holding the right to vote shall be restricted to one member per deeded property for all Lake Clear properties. If a property is owned by two or more persons, any one of them present at a general meeting is entitled to vote, to the exclusion of the co-owners.

Section C. Notwithstanding the stipulations in Section B above, no person shall hold more than one Full Membership.

Section D. Each Full Member of the Association in good standing or the member's card-carrying representative shall at all meetings of members be entitled to one vote on each question at any special or general meeting of the membership.

Section E. Any other person having an interest in the affairs of Lake Clear may become an Associate Member upon the payment of dues. Associate membership can also be extended to such other individuals as are recommended by the Executive and approved by the membership, but said membership will not entitle the Associate Member to a vote. All general meetings are open to Full Members and to Associate Members, unless otherwise directed by the Executive.

ARTICLE XV
Dues

There shall be dues payable by members as shall from time to time be fixed by a two-thirds vote of the Executive, which vote shall become effective only when confirmed by a two-thirds vote of the Full Members present at an annual or other general meeting. Payment of such dues in the year rendered will deem a member in good standing.

ARTICLE XVI
General Meetings of the Membership

Section A. The annual general meeting of the membership shall be held in the proximity of Lake Clear.

Section B. Other general meetings of the membership shall be held at such location and time as the Executive may determine.

Section C. At every annual general meeting, in addition to other business that may be transacted, the report of the President and of the Treasurer shall be presented to the membership, and an Executive elected for the ensuing year.

Section D. Notice of the time and place of any general meeting shall be given to members at least 10 days before the time fixed for the holding of such meeting.

ARTICLE XVII
Financial Year

Unless otherwise ordered by the Executive, the fiscal year of the Association shall terminate on the last day of the month preceding the annual general meeting.

ARTICLE XVIII
Amendments to the Constitution

This Constitution may be amended at any regular or special general meeting of the Association by the affirmative vote of two-thirds of the Full Members present, provided that the Executive has previously reviewed the merits of the amendments.