LAUREL VILLAGE RULES AND REGULATIONS

BY-LAWS
OF
LAUREL HOMEOWNERS ASSOCIATION
A PENNSYLVANIA NONPROFIT CORPORATION
(as amended effective March 2002)

ARTICLE I
NAME AND LOCATION

The name of the corporation is LAUREL HOMEOWNERS ASSOCIATION, hereinafter referred to as “Association”. The office of the corporation shall be 625A East Neversink Road, Reading, Pennsylvania, but meetings may be held at such places within Berks County, Pennsylvania, as may be designated by the Board of Directors.

ARTICLE II
PURPOSE AND POWERS OF THE ASSOCIATION

The Association does not contemplate pecuniary gain or profit, incidental or otherwise, and the specific purposes of which it is formed are: To provide for acquisition, maintenance, preservation and control of the common areas within, or used in connection with, that certain tract of property known as Laurel Springs situate in the Township of Exeter in the County of Berks in the Commonwealth of Pennsylvania, as shown on a Subdivision Plan of record in the Courthouse of Berks County, Pennsylvania.

ARTICLE III
DEFINITIONS

Section 1. “Association” shall mean and refer to Laurel Homeowners Association, its successors and assigns.

Section 2. “Owner” shall mean and refer to the record owner, whether one or more persons or entities, of a fee simple title to any Lot which is a part of the aforesaid Subdivision Plan, including contract sellers, but excluding those having such interest merely as security for the performance of an obligation.

Section 3. “Properties” shall mean and refer to the land described in Exhibit “A” of the Declaration made by Neversink Road, Inc., and dated December 21, 1977, incorporated by reference herein, and such additions thereto as may hereafter be brought within the jurisdiction of the Association.

Section 4. “Common Area” shall mean all real property owned and/or maintained by the Association for the common use and enjoyment of the owners.

Section 5. “Common Properties” shall mean all land areas within the comprehensive plot plan of Laurel Springs (Plan Book Vol. 40, Page 7 in the Recorder of Deeds Office of Berks County, PA), except for Units individually owned by Association members.

Section 6. For the purpose of identifying a Townhouse Unit, “Lot” shall mean an individually deeded plot of land (A “Lot” as defined in the Declaration) on which a residential dwelling is erected, together with an exclusive easement to the land contiguous to said dwelling, which area shall extend:

(a) a distance of five (5) feet from and along a Unit’s front wall, and

(b) a distance of ten (10) feet from and along a Unit’s back wall, and

(c) a distance of ten (10) feet from and along any Unit’s side wall which is not a party wall, and extending five (5) feet to the front and ten (10) feet to the rear, to meet the lines established in (a) and (b) above.

Section 7. For the purpose of identifying a Condominium Unit, “Lot” shall mean the individually deeded space bounded by the perimeter walls, floor and ceiling of the Unit. Condominium Buildings shall enjoy the same exclusive easements granted to Townhouse Units and shall be governed by the same governing documents. Where conflicts arise between the governing associations and/or documents, the more restrictive covenants shall control.

SIMPLE TRANSLATION: Lot equals footprint of your home, plus “Exclusive Easement”.

Section 8. “Exclusive Easement” shall mean the land contiguous to a lot (defined above). Any plants, flowers, trees, shrubs, etc. planted within the exclusive easement by the Unit Owner shall become the property of the Association and shall not be removed should the Owner move or leave the area.

Section 9. “Declaration” shall mean and refer to the Declaration of Covenants, Conditions and Restrictions applicable to the Properties recorded in the Office of the Recorder of Deeds for Berks County, Pennsylvania.

Section 10. “Member” shall mean and refer to those persons entitled to membership as provided in the Declaration.

ARTICLE IV
MEETINGS OF MEMBERS

Section 1. Annual Meetings. The annual meeting of the Members shall be held on the fourth Tuesday in the month of March of each year or another date not more than thirty (30) days thereafter as decided with due cause by the Board of Directors, at the hour of 7:00 p.m. The Board of Directors will notify each Member in writing no less than thirty (30) days prior to the scheduled date.

Section 2. Special Meetings. Special meetings of the Members may be called at any time by the President or by the Board of Directors, or upon written request of the Members who are entitled to vote one-fourth (1/4) of all the votes of the membership upon at least ten (10) days notice to each Member.

Section 3. Notice of Meetings. Written notice of each meeting of the Members shall be given by, or at the direction of, the Secretary or person authorized to call the meeting, either personally or by mailing a copy of such notice, postage prepaid, to each Member entitled to vote, addressed to the Member’s address last appearing on the books of the Association, or supplied by such Member to the Association for the purpose of notice. Such notice shall specify the place, day and hour of the meeting; and, in the case of a special meeting, the purpose of the meeting.

Section 4. Quorum. The presence at the meeting of Members entitled to cast, or of proxies entitled to cast, one-tenth (1/10) of the votes of the membership shall constitute a quorum for any action except as otherwise provided in the Articles of Incorporation, the Declaration, or these By-laws. If, however, such quorum shall not be present or represented at any meeting, the Members 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 as aforesaid shall be present or be represented.

Section 5. Proxies. At all meetings of Members, each Member may vote in person or by proxy. All proxies shall be in writing and filed with the Secretary. Every proxy shall be revocable and shall be valid for that meeting only.

ARTICLE V
BOARD OF DIRECTORS: SELECTION; TERM OF OFFICE

Section 1. Number. The affairs of this Association shall be managed by a Board of at least three (3) Directors, who need not be Members of the Association. The Members shall have the power to increase or reduce the number of Directors, at any annual meeting, as long as there are at least three (3) Directors.

Section 2. Term of Office. At each annual meeting, the Members shall elect one or two Directors for a term of three years, or until their successors are elected and installed.

Section 3. Removal. Any Director may be removed from the Board, with or without cause, by a majority vote of the Members of the Association. In the event of death, resignation, or removal of a Director, his/her successor shall be selected by the remaining Members of the Board and shall serve for the unexpired term of his/her predecessor.

Section 4. Compensation. No Director shall receive compensation for any service he/she may render to the Association. However, any Director may be reimbursed for his/her actual expenses incurred in the performance of his/her duties.

Section 5. Action Taken Without a Meeting. The Directors shall have the right to take action in the absence of a meeting, which they 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. Three (3) Directors can declare an emergency and act upon it, without a meeting, so long as the action is not in violation of the Declaration, Articles of Incorporation or these By-laws. Any such emergency action shall be subject to ratification at the next meeting of the Board of Directors.

ARTICLE VI
NOMINATION AND ELECTION OF DIRECTORS

Section 1. Nomination. Nomination for election to the Board of Directors shall be made by a Nominating Committee. Nominations may also be made from the floor at the annual meeting. The Nominating Committee shall consist of a Chairman, who shall be a member of the Board of Directors, and two or more Members of the Association. The Nominating Committee shall be appointed by the Board of Directors prior to each annual meeting until the close of that annual meeting. The Nominating Committee shall make as many nominations for election to the Board of Directors as it shall in its discretion determine, but not less than the number of vacancies that are to be filled. Such nominations may be made from among Members or non-members.

Section 2. Election. Election to the Board of Directors shall be by secret written ballot. At such election the Members present in person or by proxy may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of the Declaration. The persons receiving the largest number of votes shall be elected. Cumulative voting is not permitted.

ARTICLE VII
MEETINGS OF DIRECTORS

Section 1. Regular Meetings. Regular meetings of the Board of Directors shall be held monthly with at least thirty (30) days effective notice to the membership, at such place and hour as may be fixed from time to time by resolution of the Board. Regular Meetings of the Board of Directors shall be open to Association Members, however, the Board reserves the right to go into Closed Session to discuss and resolve issues including, but not limited to:

(a) Personnel/employee issues;

(b) Purchasing or leasing of real estate;

(c) Consultations with attorney(s) or other professionals regarding any ongoing litigation or where identifiable or anticipated complaints are expected to be filed;

(d) Issues, which if discussed in public, would violate a lawful privilege or lead to the disclosure of legally protected confidential information;

Association members attending the regular meetings of the Board of Directors who wish to be included in the meeting must give written notice on the topic to be addressed to the Board of Directors or the Manager of the Association no less than seven (7) days prior to the date of the meeting.

Section 2. Special Meetings. Special meetings of the Board of Directors shall be held when called by the President of the Association, or by any two Directors, after not less than ten (10) days effective notice to each Director.

Section 3. Quorum. A majority of the number of Directors shall constitute a quorum for the transaction of business.

ARTICLE VIII
POWERS AND DUTIES OF THE BOARD OF DIRECTORS

Section 1. Powers. The Board of Directors shall have power to:

(a) make and publish rules and regulations governing the use of the Common Area and facilities and to establish penalties for the infraction thereof. All changes and additions to the Rules and Regulations shall be effective upon approval by a vote of twenty-five (25%) percent of the entire membership at a meeting, after at least thirty (30) days advance notice. No new Rules and Regulations can be enforced until thirty (30) days after its publication and distribution to the membership;

(b) suspend the voting rights and right to use of the recreational facilities of a Member during any period in which such Member shall be in default in the payment of any assessment levied by the Association. Such rights may also be suspended after notice and hearing, for a period not to exceed sixty (60) days for infraction of published rules and regulations;

(c) exercise for the Association all powers, duties and authority vested in or delegated to this Association and not reserved to the membership by other provisions of these By-laws, the Articles of Incorporation, or the Declaration;

(d) declare the office of a member of the Board of Directors to be vacant in the event such member shall be absent from three (3) consecutive regular meetings of the Board of Directors;

(e) employ a manager, an independent contractor, or such other employees as they deem necessary, and to prescribe their duties;

(f) borrow and repay (including repayment for the premises or any portion thereof acquired hereby) monies giving notes, mortgages or other security upon such term or terms as the Board of Directors deem necessary; and, in their discretion, to provide that the rights of any mortgagee or lender shall be subordinate to the use rights of the Members of the Association; and

(g) recommend to the membership the acquisition by purchase, gift bequest, devise, sale or lease additional lands, to protect the common area and/or properties upon such term or terms as the Board of Directors deem necessary and proper.

Section 2. Duties. It shall be the duty of the Board of Directors to:

(a) cause to be kept a complete record of all its acts and corporate affairs and to present a statement thereof to the Members at the annual meeting or at any special meeting of the Members when such statement is requested in writing by one-fourth (1/4) of the Members who are entitled to vote;

(b) supervise all officers, agents and employees of this Association, and to see that their duties are properly performed;

(1) fix the amount of assessments against each Unit at least thirty (30) days in advance of each assessment period;

(2) send written notice of each assessment to every Owner subject thereto at least thirty (30) days in advance of each annual assessment period; and

(3) foreclose the lien against any property for which assessments are not paid within thirty (30) days after the due date and/or bring any action at law against the owner personally obligated to pay the same as the Board deems necessary.

(d) issue, or cause an appropriate officer to issue, upon demand by any person in an official capacity, or as required by law, a certificate setting forth whether or not any assessment has been paid. A reasonable charge may be made by the Board for the issuance of these certificates. If a certificate states an assessment has been paid, such certificate shall be conclusive evidence of such payment;

(e) procure and maintain adequate liability and hazard insurance on property owned or maintained by the Association;

(f) cause all officers or employees having fiscal responsibilities to be bonded, as it may deem appropriate;

(g) cause the Common Area to be maintained, preserved and improved.

ARTICLE IX
OFFICERS AND THEIR DUTIES

Section 1. Enumeration of Offices. The officers of the Association shall be elected by the Board of Directors and shall be a President, a Vice President, a Secretary, a Treasurer, a Chairman of the Board of Directors and such other officers as the Board may from time to time by resolution create.

Section 2. Election of Officers. The election of officers shall take place at the first meeting of the Board of Directors following each annual meeting of the Members.

Section 3. Special Appointments. The Board may elect such other officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time, determine.

Section 4. Resignation and Removal. Any officer may be removed from office with or without cause by the Board. Any officer may resign at any time giving written notice to the Board, the President or the Secretary. Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

Section 5. Vacancies. A vacancy in any office may be filled by appointment by the Board. The officer appointed to such vacancy shall serve for the remainder of the term of the officer he replaces.

Section 6. Duties. The duties of the officers are as follows:

(a) The Chairman shall preside at all meetings of the Board of Directors.

(b) The President shall preside at all meetings of the Board of Directors in the absence of the Chairman of the Board; shall see that orders and resolutions of the Board are carried out; shall sign all leases, mortgages, deeds and other written instruments and shall be a co-signor of checks and promissory notes where deemed appropriate by the Board.

(c) The Vice President shall perform all the duties of the President in his absence or inability to serve, and shall perform such other duties, as the Board of Directors shall reasonably request.

(d) The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the Members; keep the corporate seal of the Association and affix it on all papers requiring said seal; serve notice of meetings of the Board and of the Members; keep appropriate current records showing the Members of the Association together with their addresses; and shall perform such other duties as required by the Board. All or any part of these duties may be delegated to an employee of the Association, if approved by the Board.

(e) The Treasurer shall receive and deposit in appropriate bank accounts all monies of the Association and shall disburse such funds as directed by resolution of the Board of Directors; sign all checks and promissory notes of the Association; keep proper books of account; prepare for an annual accounting inspection of at least Review level of the Association books, to be made by a public accountant at the completion of each fiscal year; and shall prepare an annual budget, a statement of income and expenditures, and a summary report of the Reserve Fund, to be represented to the membership at its regular annual meeting, and deliver a copy of each to the Members. An annual audit shall be done if required by a majority vote of all Members present in person or by proxy at the Annual Meeting. This vote will be taken after the Treasurer gives the financial report. All or any part of these duties may be delegated to an employee of the Association, if approved by the Board.

(f) For the security of the Association, any two (2) bonded or insured persons appointed by the Board of Directors may sign checks or make withdrawals.

ARTICLE X
COMMITTEES

The Association may appoint an Architectural Control Committee, as provided in the Declaration, and a Nominating Committee, as provided in these By-laws. In addition, the Board of Directors shall appoint other committees as deemed appropriate in carrying out its purposes.

ARTICLE XI
BOOKS AND RECORDS

The books, records and papers of the Association shall at all times, during reasonable business hours, be subject to inspection, upon reasonable notice, by any Member. The Declaration, the Articles of Incorporation and the By-laws of the Association shall be available for inspection, at the principal office of the Association, where copies may be purchased at reasonable cost.

ARTICLE XII
ASSESSMENTS

As more fully provided in the Declaration, each Member is obligated to pay to the Association initial, annual and special assessments, which are secured by a continuing lien upon the property against which the assessment is made. Any assessments, which are not paid when due, shall be delinquent. If the assessment is not paid within thirty (30) days after the due date, the assessment shall bear interest from the date of delinquency at the maximum legal rate of interest; and the Association may bring an action at law against the Owner personally obligated to pay the same or foreclose on the lien against the property. Interest, costs and reasonable attorney’s fees for any such action shall be added to the amount of such assessment. No Owner may waive or otherwise escape liability for the assessments provided for herein by nonuse of the Common Area or abandonment of said Owner’s Unit.

ARTICLE XIII
CORPORATE SEAL

The Association shall have a seal in circular form, an impression of which is affixed hereto.

ARTICLE XIV
AMENDMENTS

Section 1. These By-laws may be amended, at a regular or special meeting of the Members, by a vote of twenty-five (25%) percent of the entire Membership by written ballot or proxy collected before or during the meeting, provided; however, that those provisions of these By-laws, which are governed by the Declaration, may not be amended except as provided in the Declaration. All changes to the By-laws will be sent to the Members not more than sixty (60) days or less than thirty (30) days prior to the meeting and shall take effect sixty (60) days after approval of the membership.

Section 2. In the case of any conflict between the Articles of Incorporation and these By-laws, the Articles shall control; and in the case of any conflict between the Declaration and these By-laws, the Declaration shall control.

ARTICLE XV
MISCELLANEOUS

The fiscal year of the Association shall begin on the first day of January and end on the 31^st day of December of every year.

CERTIFICATION

I, the undersigned, do hereby certify:

THAT I am the duly elected and acting Secretary of the Laurel Homeowners Association, a Pennsylvania corporation, and, THAT the foregoing By-laws constitute the entire By-laws of the Association, as duly adopted at a meeting of the membership thereof, held on the 26th day of March, 2002.

IN WITNESS WHEREOF, I have hereunto subscribed by name and affixed the seal of said Association this 9th day of April, 2002.

_________________________________

Secretary

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