BY-LAWS

ARTICLE I

Definitions

The following terms as used in these By-Laws are defined as follows:

(a) "Association" means the Lake Summerset Association, an Illinois not-for-profit corporation.

(b) "Board" means the Board of Directors of the Association

(c) "By-Laws" means the By-Laws of the Association.

(d) "Common Areas" means real estate owned or maintained by the Association.

(e) "Declaration" means the Declaration of Restrictions for the Development dated January 1999, duly recorded in the Recorder's office of Stephenson and Winnebago Counties, State of Illinois, and applicable as restrictions upon title to each residential lot in the Development.

(f) "Development" means Lake Summerset, a recreational community developed by Boise Cascade Properties, Inc. and its corporate successors as the same may be shown on maps thereof recorded from time to time.

(g) "Lot,” means any lot in the Development included from time to time within the definition of "Residential Lot" set forth in the Declaration.

(h) "Owner" means:

l. Any person who has submitted and received approval of a written application for membership in the Association and who thereafter acquires and holds the entire, or an undivided interest in, complete fee title or equitable fee title to one or more lots.

(i) "Regulations" means the rules and regulations adopted and published by the Board, as from time to time amended and then in effect.

ARTICLE II

Association Membership

Section 1. Classes of Members. There shall be members, associate members and tenant members.

(a) Principal Members. Each Owner shall, after approval of his written application and by reason of ownership, become a member of the Association.

There shall be one voting member for each Lot regardless of the number of persons who may have an ownership interest in such Lot or the manner in which title is held by them and regardless of the number of Lots in which any person shall have an ownership interest. For any Lot, the voting member shall be designated in writing at the request of the Association.

(b) Associate Members. If not otherwise a member, each of the following shall be entitled to associate membership in the Association. The spouse and children of a member who are all members of the same family household and have the same principle residence as the member.

(c) Junior Members. An Associate Member under the age 23 legally living in the same principal residence.

(d) Tenant Members. Persons whose written application for associate membership has been approved and who are tenants or regular occupants of residences situated within the Development.

Associate and tenant members shall have no vote or right to notice of any regular or special meeting of members. The privileges and duties of associate members shall be established from time to time by the Board by resolution. The privileges and duties of associate members need not be the same as those of members.

(e) Privileges of Members. All classes of members shall have a license to use the Common Areas subject to the provisions of the Declaration and subject to such other rules and conditions as may be established by the Board.

(f) Suspension of Privileges of Membership. The Board may suspend the voting privileges (if any) and the right to use the facilities of the Association of any class of members:

(1) Any period during which any Association charge (including fines, if any, assessed under Paragraph Ten (10) of the Declaration of the Regulations) owed by any class of members remains unpaid;

(2) During the period of any continuing violation of (i) Paragraph 2G, Section 4, Paragraph 5A (i), Section 9C and Section 10 of the Declaration, (ii) the Regulations, or (iii) these By-Laws, after the existence of such violation shall have been declared by the Board and notice of such violation has been given to the member involved.

ARTICLE III

Evidence of Membership and Transfer

Section 1. Membership Certificates. Certificates of membership in the Association may be issued to any class of member. Such certificates shall be in such form as the Board shall from time to time designate and shall be issued by authority of the president or other officer of the Association. Such certificate shall indicate the lot the ownership of which gives rise to membership. Adequate records shall be maintained at the registered office of the Association showing the names of all classes of members of the Association, the type of membership and the date of membership.

Section 2. Transfer. When a member ceases to be an Owner, such person's membership, and those associate memberships existing through relationships to such person, shall cease, but such person shall remain liable for all Association charges incurred prior to the giving of written notice to the Association that such person is no longer an Owner.

ARTICLE IV

Meetings of Members

Section 1. Place of Meetings. Any meeting of the members of the Association shall be held in the State of Illinois at such place therein as may be stated in the notice of such meeting.

Section 2. The Annual Meeting. The Annual Meeting of the Association shall be held on the second Sunday in December of each year commencing with the year 1970.

Section 3. Special Meetings of the Association. Special meetings of the Association may be called by the board at any time in the manner herein provided. A special meeting may also be called upon the written petition of thirty percent (30%) of the members of the Association who would have the right to vote at such special meeting. Such petition shall set forth the purpose of the special meeting.

Section 4. Notice of Meetings of the Association. Written notice of the place, date and hour of the meeting and, in the case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered not less than thirty (30) days nor more than fifty (50) days before the date of the meeting, either personally or by mail, to each person entitled to vote at such meeting. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail, addressed to the person at his address as it appears on the records of the Association, with postage prepaid, or such notice may be published in any newspaper or publication printed under the auspices of the Association and distributed generally among members of the Association. At a special meeting, no business shall be conducted except that stated in the notice of said meeting.

Section 5. Quorum. A quorum at either a special meeting or the Annual Meeting shall be ten percent (10%) of the members entitled to vote at such meeting in person or by proxy. The vote of a majority of the votes entitled to be cast at any meeting at which a quorum is present shall be necessary for the adoption of any matter voted upon by the members, unless a greater proportion is required by law.

ARTICLE V

The Directors

Section 1. Powers. The Board shall:

(a) Manage and control the affairs of the Association.

(b) Adopt a corporate seal as the seal of the Association.

(c) Designate a banking institution or institutions as depository for the Association's funds; and the officer or officers and agents authorized to make withdrawals therefrom and to execute obligations on behalf of the Association.

(d) Perform other acts the authority for which has been granted herein or by law, including the borrowing of money for Association purposes. A resolution by the Board that the interests of the Association require the borrowing of money shall be sufficient evidence for any person that the borrowing is for a proper corporate purpose. The Board may, if it determines that the same shall be reasonably necessary, assign, pledge, mortgage, or encumber any Association property as security for such borrowing, and they may pledge or assign future revenues of the Association as security therefor.

(e) The Board shall adopt such rules and regulations, (herein called Regulations), relating to the use of Association property, and sanctions for noncompliance therewith, as it may deem reasonably necessary for the best interests of the Association and its members. The Board may also establish and levy reasonable fees for the issuance of building permits or the use of Association property. The Board shall also employ a sufficient number of persons to adequately maintain Association property. Further, the Board may adopt reasonable rules of order for the conduct of the meetings of the Association, and with reference thereto, on procedural questions upon which no rules have been adopted, the ruling of the Chairman of the meeting shall be final.

(f) The Board shall, prior to the Annual Meeting of the Association in each year commencing with the year 1971, adopt an operating budget to be presented for approval by the members at such Annual Meeting. Upon approval, the Board shall, taking into consideration other sources of income that the Association may have, levy the annual assessment for each Lot for the following year. Upon the adoption and approval of the budget, the Board shall be bound by the same and shall not authorize expenditures which may exceed the total amount budgeted as aforesaid by more than fifteen percent (15%) without having called a special meeting of the Association to approve such variations. The budget shall be adopted only after the members of the Association shall have had an opportunity to review the same and to comment thereon, either at hearings held thereon or through such other means as the Board may direct.

(g) The Board of Directors may by resolution appoint committees of the Association. Such committees may be temporary or permanent. They shall have such powers and responsibilities as the Board may by resolution direct.

Section 2. Number of Directors. The number of Directors shall be six (6) until the 1982 election. Commencing with the 1982 election, and thereafter, the number of Directors shall be seven (7). Directors shall be members.

Section 4. Election of Directors.

(a) Election of Directors shall be by written ballot as is hereinafter provided. In all election of Directors, each member entitled to vote as is set forth in Article II, Section 1. shall be entitled to as many votes as shall equal the number of votes which he is entitled to cast on any matter other than the election of Directors, multiplied by the number of Directors to be elected, he may distribute these votes among the number to be voted for, with no more than one vote per candidate, as he may see fit. Cumulative voting is not permitted. The two (2) or three (3) (as may be the case depending on the class of Directors to be elected) persons receiving the largest number of votes for the class of Directors to be elected at any election shall be elected. There shall be no prohibition against the re-nomination or re-election of any particular Director to serve two or more terms.

(b) Between the first and fifteenth day of June of each year in which there is to be an election of Directors, any member in good standing may file with the Secretary of the Association a statement of his or her candidacy for election as a Director of the Association for the term beginning immediately following the first Annual Meeting of the Association held after the filing of such statement, together with endorsements of his or her candidacy signed by fifty (50) members in good standing. The Secretary of the Association shall cause notice of each candidacy and a brief biographical statement of each candidate to be included in the notice of such Annual Meeting. The Board of Directors may nominate as many candidates for election to the Board each year as there are positions to be filled, and the aforesaid notice shall include notice of, and a brief biographical statement as to each candidate so nominated.

(c) All elections to the Board shall be made on written ballot, which shall:

1. Describe the vacancy to be filled; and

2. Set forth the names of those persons who have become candidates for the offices of Director in the order in which they have filed their statements and endorsements of candidacy with the Secretary of the Association.

Such ballots shall be prepared and mailed by the Secretary to each person entitled to vote simultaneously with the mailing of the notice of the Annual Meeting of the Association.

(d) Each member entitled to vote shall receive one (1) ballot for each Lot for which he is voting member.

(e) The completed ballots shall be returned as follows: Each ballot shall be placed in a sealed envelope marked "Ballot" but not marked in any other way. Each such "Ballot" envelope shall contain only one (1) ballot, and each voting member shall be advised that because of the verification procedures hereinafter set forth, the inclusion of more than one (1) ballot in any one "Ballot" envelope shall disqualify the return. Such "Ballot" envelopes shall be placed in another sealed envelope which shall bear on its face the name and signature of the member, his Lot number, and such other information as the Board may determine will serve to establish his right to cast the vote or votes presented in the ballot or ballots contained therein. The ballots shall be returned to the Secretary of the Association at such address, as the Board may from time to time determine no later than ten (10) days prior to the Annual Meeting.

(f) Upon receipt of each return, the Secretary shall immediately place it in a safe or other locked place until the day fixed by the Board for the counting of such ballots. On that day, the external envelopes containing the "Ballot" envelopes shall be turned over, unopened, to an Election Committee consisting of the Secretary, the then existing Board of Directors, and a representative of each candidate for the office of Director. The Election Committee shall then accept a procedure, which shall establish:

1. That the signature of the member on the outside envelope is genuine; and,

2. That such member is a member in good standing.

Such procedure shall be taken in such manner that the vote of any member shall not be disclosed to anyone, including the Election committee.

The outside envelopes shall thereupon be placed in a safe or other locked place, and the Election committee shall proceed to the opening of the "Ballot" envelopes and the counting of the votes. If any "Ballot" envelopes are found to contain more than one (1) ballot, all ballots contained in such envelope shall be disqualified. The Election committee shall certify the results of the count at the Annual Meeting, and the terms of office of the Directors so elected shall commence immediately following such Annual Meeting.

(g) All outside envelopes, ballots and statements of candidacy shall be retained by the Secretary for a period of one (1) year.

Section 5. Proxies. Except in connection with the election of Directors, every member entitled to vote or execute consents shall have the right to do so either in person or by an agent or agents authorized by a written proxy executed by such member or his duly authorized agent or agents authorized by a written proxy executed by such member or his duly authorized agent and filed with the Secretary of the Association; provided that no such proxy shall be valid after the expiration of eleven (11) months from the date of its execution unless the person executing it specifies therein the length of time for which such proxy is to continue in force which in no event shall exceed three (3) years from the date of its execution.

Section 6. Meeting of the Board of Directors. The Board shall meet at least quarterly. Special meetings of the Board may so be called by the President or by a majority of the Board and shall be held at such place as the call or notice of the meeting shall designate. Notice of a special meeting may be given in writing or orally at least twenty-four (24) hours prior to the date of said special meeting, or notice thereof may be waived by the directors in writing. After adoption of a resolution setting forth the times of regular meetings, no notice of such meetings shall be required, or waived, but notice of special meetings of the Board shall be given.

Section 7. Action Without Meeting. Unless prohibited by law, any action which may be taken at a meeting of the Board may be taken without a meeting if authorized in a writing signed by all of the Directors who would be entitled to vote upon said action at a meeting, and filed with the Secretary of the Association.

Section 8. Quorum. A majority of the Directors shall constitute a quorum to transact business of the Board, and the act of the majority of the Directors present at any meeting shall be deemed to be the act of the Board. The Secretary of the Association shall be an ex officio member of the Board who shall attend all meetings without power to vote on any question, which comes before the Board.

Section 9. Vacancies. If any vacancy exists on the Board, such vacancy shall be filled by the remaining Directors even though those remaining Directors might be less than a quorum. Any person so elected a Director shall serve out the unexpired term of the Director whom he has replaced

ARTICLE VI

The Officers

Section 1. Officers. The officers of the Association shall be the President, one or more Vice-Presidents, the Secretary, the Treasurer and such officers and assistant officers as the Board may from time to time elect. Officers shall serve at the will of the Board. Any two (2) or more offices may be held by the same person, except the offices of President and Secretary. Officers need not be a Director.

Section 2. President. The President shall be the general managerial officer of the Association, except as otherwise determined by the Board, and he shall be vested with the powers and duties generally incident to the office of President of a not-for-profit corporation, except as otherwise determined by the Board, or as may be otherwise set forth in these By-Laws.

Section 3. Vice-President. In the absence of the President or in the event of his inability or refusal to act, the Vice-President is empowered to act and shall thereupon be vested with the powers and duties of the President.

Section 4. Secretary. The Secretary of the Association shall keep the minutes of the business and other matters transacted at the meetings of the members and of the Board. They shall mail, or cause to be mailed, all notices required under the By-Laws. He shall have the custody of the corporate seal and records and maintain a list of the members and their addresses and perform all other duties incident to the office of Secretary.

Section 5. Treasurer. The Treasurer shall have custody of the funds of the Association, collect monies due, pay the obligations of the Association out of its funds, and perform such other duties as are incident to the office of Treasurer. The Board may require that the Treasurer be bonded for such amount and under such conditions as the Board may require.

Section 6. Removal of Officers. Any officer may be removed when, in the judgment of the majority of the Board, the best interests of the Association will be served by such removal.

ARTICLE VII

Duties of Members

Section 1. Payment of Assessments. Any charge levied by the Association pursuant to the Declaration of Restrictions or the Regulations in accordance therewith shall be paid, within 30 days, to the Association. Written notice of the charge and the date of payment shall be sent to each Owner at the address last given by such owner to the Association. If any charge levied or assessed against any Lot shall not be paid when due, it shall then ipso facto become a lien upon the Lot or
Lots owned by the persons owing such charges or charge, and shall remain a lien against said Lot or Lots until paid in full, together with interest and penalties as defined in Section 9 of the Declaration of Restrictions. The owner of the Lot or Lots subject to the charge, shall, in addition to the amount of the charge at the time legal action is instituted, be obliged to pay any expense or cost, including attorney’s fees, incurred by the Association in collecting the same.

Section 2. Obligation to Comply with Rules and By-Laws. Each member, associate member and tenant member of the Association shall abide by the provisions of these By-Laws as well as any Regulation adopted by the Board of Directors of the Association pursuant to these By-Laws. Failure to do so shall justify the Board in imposing sanctions upon such member, associate member or tenant member as is herein provided.

ARTICLE VIII

Indemnification of Directors, Officers and Employees

Any person who is involved without his consent in any legal action due to the fact that he/she is or was a Director, officer or employee of the Association shall be indemnified by the Association against all expenses reasonably incurred by him/her in connection with or resulting from such legal action. Such expense shall also include amounts paid by him/her with the consent of the Association acting through its Board of Directors in reasonable settlement of such actions except for those matters as to which it shall be determined that such persons were derelict in the performance of his/her duties to the Association. This right of indemnification shall apply to matters arising both before and after the time of adoption of this By-Law and shall not exclude any other legal right of indemnification to which such person may be entitled.

ARTICLE IX

Amendments

These By-Laws may be amended by affirmative action of thirty percent (30%) of the voting members of the Association.

(As amended April 29, 1973)
(As amended January 23, 1982)
(As amended November 28, 1998)
(As amended June 12, 2006)

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