AMENDMENT TO AND RESTATEMENT OF BYLAWS OF

WHITE OAK HOMEOWNER’S ASSOCIATION, INC.

THIS AMENDMENT TO AND RESTATEMENT OF THE BYLAWS WHITE OAK HOMEOWNER’S ASSOCIATION, INC. (the “Amendment”) is made on the date hereinafter set forth by White Oak Homeowner’s Association, Inc., a Georgia nonprofit corporation (hereinafter referred to as “Association'').

WITNESSETH:

WHEREAS, those certain Bylaws of White Oak Homeowner’s Association, Inc. were duly adopted by the Association (the “Bylaws”); and

WHEREAS, the Association desires to amend the Bylaws to update them to adopt best practices for homeowner’s associations as well as establish a framework for the creation of mandatory memberships in the Association; and

WHEREAS, pursuant to Article IV, Section 10 of the Bylaws, any proposed changes or amendments to the Bylaws may be presented at the Bi-Annual meetings or at a special meeting of the membership and require the affirmative vote from sixty-seven percent (67%) of the entire membership; and

WHEREAS, the developer of White Oak Place caused the Association to be formed as a Georgia non-profitcorporation to perform certain functions for the common good and general welfare of the Owners of lots within White Oak Place; and

WHEREAS, the Board of Directors of the Association has approved the proposed Amendment to the Bylaws; and

WHEREAS, such amendment must be approved by affirmative vote from sixty-seven percent (67%) of the entire membership; and

WHEREAS, the president and secretary of the Association have signed the certifications attached below and incorporated herein, as Attachment “1,” as a sworn statement that the vote was lawfully obtained;

NOW THEREFORE, the Association does hereby declare that Amendment to and Restatement of the Bylaws of the White Oak Homeowner’s Association, Inc. making changes to add two mandatory membership categories and establish membership best practices in homeowner’s associations.

Article 1Article I

Article I

Names and Definitions

Section 1. Name. The name of the association shall be White Oak Homeowners' Association, Inc. (hereinafter sometimes referred to as the Association or WOHA).

Section 2. Definitions. The words used by these Bylaws shall have the definitional meaning set forth in Exhibit A attached hereto and incorporated herein.

rticle II

Article II

Membership

Section 1. Membership. The Association shall have four (4) classes of membership. These are:

Mandatory Full Facility Membership;

Mandatory Community Membership.;

Non-Mandatory Full Facility Membership; and

Non-Mandatory Community Membership.

Section 2. Mandatory Full Facility Membership. Every person who is a Resident shall have the right, but not the obligation, to join the Association as a Mandatory Full Facility Member upon making an application tothe Association, signing the Consent, and upon payment of a membership fee and agreement to pay annual assessments. set by the Board of Directors as outlined herein in Article III, Section l.

Use Privileges. A Mandatory Full Facility Membership shall entitle the Mandatory Full Facility Member and his/her family and guests to use all of the facilities, subject to the rules and regulations for use of the Facilities adopted by the Board of Directors.

Voting. Each Mandatory Full Facility Member shall be entitled to one (1) equal vote per household on all issues brought to a vote of the Association.

Section 3. Mandatory Community Membership. Every Resident, who does not exercise his/her right to become a Mandatory Full Facility Member, shall have the right but not the obligation to join the Association as a Mandatory Community Member upon making an application to the Association and upon payment of a membership fee, and agreement to pay annual assessments set by the Board of Directors as outlined herein inArticle III, Section 1.

Use Privileges. Mandatory Community Members shall have no right to participate in the use, operation, administration, or conduct of the Facilities. The sole purpose of the Mandatory Community Member is to participate in activities and interests concerning or relating to the Community, other than those concerning theFacilities.

Voting. Each Mandatory Community Member shall be entitled to one (l) equal vote per household.Mandatory Community Members shall be entitled to vote only on issues relating to the Community and excluding issues concerning the Facilities, as determined in the sole discretion of the Board of Directors.

Section 4. Non-Mandatory Full Facility Membership. Every person who is a Resident shall have the right, but not the obligation, to join the Association as a Non-Mandatory Full Facility Member upon making anapplication to the Association, signing the Consent, and upon payment of a membership fee set by the Board of Directors as outlined herein in Article III, Section l.

Use Privileges. A Non-Mandatory Full Facility Membership shall entitle the Non-Mandatory Full Facility Member and his/her family and guests to use all of the facilities for an established term, subject to therules and regulations for use of the Facilities adopted by the Board of Directors.

Voting. Non-Mandatory Full Facility Member shall not be entitled any votes in the Association.

Section 5. Non-Mandatory Community Membership. Every Resident, who does not exercise his/her right to become another category of member, shall have the right but not the obligation to join the Association as a Non-Mandatory Community Member upon making an application to the Association and upon payment of a membership fee for an established term set by the Board of Directors as outlined herein in Article III, Section 1.

Use Privileges. Non-Mandatory Community Members shall have no right to participate in the use, operation, administration, or conduct of the Facilities. The sole purpose of the Mandatory Community Member is to participate in activities and interests concerning or relating to the Community, other than thoseconcerning the Facilities.

Voting. Non-Mandatory Community Member shall not be entitled to vote on Association matters.

Section 6. Transfer of membership. Except as provided for in Article II, Section 7 (a) and (b) and Article II,Section 9 (a), (b), (c), and (d) hereof, membership in the Association shall be non resignable, non-transferable, andnon assignable.

Section 7. Resignation of Non-Mandatory Memberships.

Resignation. Any Non-Mandatory Member that wants to resign from the Association may do soupon thirty (30) days written notice prior to the desired resignation date. All membership cards must be returned to the Association no later than five (5) days after membership cancellation has become effective. Failure to return membership cards may result in additional membership fees or fines. All outstanding membership fees or charges owed to the Association are due and payable in full upon the effective date of resignation.

Return of Fees. Any Non-Mandatory Member who resigns from the Association for any reason, including but not limited to, the sale of the Member's real property in the Community shall not be entitled toreceive any refund of the membership fee or any other payment made or due and owing to the Association.

Section 8. Waiting Lists. The Board of Directors shall establish a waiting list for Residents at the time that the Association contains a full complement of Non-Mandatory Full Facility Members, as determined by the Boardof Directors. The Resident waiting lists shall be administered on a first-come, first-served basis. No waiting list shall be established for Non-Residents.

Section 9. Conversion of Memberships. No conversion of memberships shall take place except as provided herein:

To change a membership from one (1) type of membership to another, a Member must make application to the Board of Directors or its designee to approve such a change. Upon approval by the Board of Directors or its designee and notification that a vacancy exists in the desired class of membership, such Member shall pay the difference between the membership fee due for the new class of membership at the time of the change and the membership fee actually paid by such Member for the old membership to transfer fee, as established below. However, notwithstanding the foregoing, in no case may a Mandatory Membership be converted to a Non-Mandatory Membership.

For non-mandatory members, to transfer a membership from the prior owner of a residence to thecurrent owner of a Residence, due to the sale of the residence; the current owner shall notify the Board of Directors, or its designee, and request that the membership be transferred. Mandatory memberships shall automatically transfer upon the conveyance of title to the Residence.

(c ). To transfer non-mandatory membership from the owner of a Residence to the leasee of the residence,due to the lease of the Residence, the owner shall notify the Board of Directors, or its designee, and request thatthe non-mandatory membership be transferred.

(d). Non-mandatory memberships due to temporary occupancy of the residence shall be at the discretion of the Board of Directors.

Section 10. Enforcement. The Board of Directors may levy such sanctions as it deems appropriate, including reprimands, expulsion, fines, reimbursement charges, or suspension of membership or use privileges against any member for cause. 'Cause' shall mean any of the following:

Being in default in the payment of any sums due, including charges incurred by Family orguests, for a period of sixty (60) days after a bill has been given to the member.

Section 11. Detrimental Conduct. Acts in or on the Facilities or in the Community by a Member, a Member's Family, or a Member's guest which the Board of Directors or its designee shall find to be detrimental to the best interests of the Association including, without limitation, conduct violating rules and regulations of the Association or policies established by the Board of Directors or conduct likely to endanger the welfare, safety, harmony, or good reputation of the Association or its members.

No member shall be expelled without a hearing before the Board of Directors or its designee which shall be conducted no less that ten (10) days notice in writing to such Member. The notice shall state the charge for expulsion and the time and place of the hearing thereon. All rights and privileges of the Member shall be suspended from the date of such notice until final disposition of the matter. Such Member shall have the right to be present at the hearing and may elect to be heard orally or in writing.

If at such hearing the Board of Directors or its designee shall determine that the conduct constitutes cause for expulsion, it shall notify such member of its decision. Expulsion shall take effect immediately upon notice.

Article III

Assessments, Fees, Dues, and Charges

Section 1. Membership Fees. Members shall pay periodic dues in amounts and at times established by the Board and approved by a majority of the Members. Unless otherwise determined by the Board, all membership fees required to be paid pursuant to this Section are non-refundable. The Board of Directors may increase the amount of the periodic dues annually as is deemed necessary by the Board and approved by a majority of the Mandatory Full Facility Members and Mandatory Community Members.

Section 2. Assessments. The Board may levy assessments against Mandatory Full Facilities Members for capital repairs or improvements to the Facilities in any year upon an affirmative vote of eighty (80) percent of the Mandatory Full Facilities Members. Assessments shall be paid as determined by the Board, and the Board may permit assessments to be paid in installments extending beyond the fiscal year in which the assessment is levied.The Board may levy assessments against all Members for community repairs or improvements to Common Areas in any year upon an affirmative vote of eighty (80) percent of the Mandatory Full Facilities Members and Mandatory Community Members. All Members may be assessed for Community repairs or improvements. Any Non-Mandatory Member who does not wish to pay an assessment shall notify the Board, and shall not be obligated to pay the assessment, but their membership shall be immediately terminated until the assessment has been paid.

Section 3. Reimbursement Charge. The Board shall levy a reimbursement charge against any Member whose actions, including failure to comply with Association policies, rules or regulations, shall cause the expenditure of funds by the Association due to the actions of the member for performance of its functions. Such charges shall be limited to the amount so expended and interest thereon at the lesser of ten percent (10%) or the maximum rate then permissible under Georgia law from the date expended by the Association until paid andshall be due and payable to the Association when levied.

Section 4. Collection Fees. Each amount charged hereunder as assessments, membership fees and dues, fines,reimbursement charges, or other charges shall be a separate, distinct, and personal debt and obligation against the Member against whom the amount is charged. In the event of a default in the payment of all such amounts, the Association shall enforce each obligation such means deemed appropriate by the Board, including but not limited to the right to bring action for payment of all sums due the Association for any reason and to collect reasonable attorney fees in an amount equal to ten percent (10%) of the amount due together with interest thereon.

Article IV

Association Meetings, Quorum, and Voting

Section 1. Place of Meeting. Meetings of the Association shall be held at the principal office of the Association or at such other suitable place convenient to the Members as may be designated by the Board, either in the Community or as convenient thereto as practical.

Section 2. Bi-Annual Meetings. The Bi-Annual meetings of all classes of membership shall be held within the months of Spring and Fall with the date, hour and place set by the Board. Annual budgets will be voted on at the Spring Bi-Annual meeting. Election of officers will be held at the Fall Bi-Annual meeting.

(a) Budgeting and Expenditure Approval

Annual Budget Process. The Association Fiscal Year shall be from May 1 to April 30. Annual operating budgets will be presented for approval at the Spring Bi-Annual meeting. The Treasurer, Facilities Director, and President will coordinate a committee to propose operating and expenditure budgets for the Facilities. This committee will meet Bi-Annual and will have its proposed budgets completed in time for review by the entire Board and in time for publication to the membership for all classes prior to the Spring meeting for approval. The budget shall be approved by a majority of the appropriate class at the above stated meeting.

Expenditure Approval The Association is required to operate within the approved annual budget. Any non-budgeted expenditures, excluding emergency and normal operating expenditures, in excessof $250.00 must first be approved by a majority of the Board and then by a majority of the Mandatory Full Facilities Members.

(b) Pool and Tennis Operating Rules.

Changes to Operating Rules. The Facilities Director and Association President will coordinate a Rules and Regulations committee of Mandatory Full Facilities Members to review and to propose amendments, if necessary, to the Pool and Tennis Courts Operating Rules for approval by Mandatory Full Facilities Members at theBi-Annual meetings. Proposals of changes must be published to all Mandatory Full Facilities Members at least one week prior to the Bi-Annual meeting. These Rules may be approved by a majority of the quorum of theMandatory Full Facilities Members.

Pool Rules and Regulations. See exhibit B.

Section 3. Special Meetings. The President may call special meetings. In addition, it shall be the duty of the President to call a special meeting of the Association if so directed by resolution of a majority of the Board or upon a petition signed by twenty-five percent (25%) of either class of Mandatory Members. The notice of any special meeting shall state the date, time, and place of such meeting and the purpose thereof. No business shall be transacted at a special meeting except as stated in the notice.

Section 4. Notice of Meetings. It shall be the duty of the Secretary to mail, email, or to cause to be delivered to each member a notice of each Bi-Annual or special meeting, as well as the time and place where it is to beheld to the address as is given in the application for membership. Notices of Bi-Annual and general meetingsshall be served not less than ten (10) nor more than thirty (30) days before a meeting. Notices of special meetings shall be served not less than seventy-two (72) hours before a meeting.

Section 5. Waiver of Notice. Waiver of notice of a meeting of the Members shall be deemed the equivalent of proper notice. Any Member may, in writing, waive notice of any meeting of the Members, either before or after such meeting. Attendance at a meeting by a Member shall be deemed waiver by such Member of notice of the time, date, and place thereof, unless such Member specifically objects to lack of proper notice at the time me the meeting is called to order.

Section 6. Adjournment of Meetings. If any meetings of the Association cannot be held because aquorum is not present, a majority of Members who are present at such meeting may adjourn the meeting to atime not less than five (5) nor more than thirty (30) days from the time the original meeting was called. Atthe reconvened meeting at which a quorum is present, any business which might have been transacted at themeeting originally called may be transacted without further notice.

Section 7. Absentee Ballots. At all meetings of Members, each Member may vote in person or by absentee ballot. All absentee ballots shall be returned in writing, dated, signed, and filed with the Secretary before the appointed time of each meeting. Every absentee ballot shall be revocable and shall automatically cease upon receipt of notice by the Secretary of the death or judicially declared incompetence of a Member, or of written revocation, or upon the expiration of eleven (11) months from the date of the absentee ballot.

Section 8. Quorum. The presence, in person or by absentee ballot, of twenty-five percent (25%) of the class or classes of Members who will be voting on items on the agenda and to which eligible votes appertain shall constitute a quorum at all meetings of the Association. For new business or questions called from the floor, the Members present at a duly called or held meeting at which a quorum is present may continue to do business until adjournment. New business cannot be voted on if a quorum is not present.

Section 9. Conduct of Meetings. The President shall preside over all meetings of the Association, and the Secretary shall keep the Minutes of the meeting and record in a minute book all resolutions adopted at themeeting, as well as a record of all transactions occurring thereat.

Section 10. Changes and Amendments to the Bylaws. Any proposed changes or amendments to the Bylaws may be presented at the Bi-Annual meetings or at a special meeting of the membership. Changes or amendments to the Bylaws require affirmative votes from sixty-seven percent (67%) of the Mandatory Full Facilities Membership and Mandatory Community Membership. It is the Secretary's responsibility to record and file with the State any amendments to the Bylaws, according to State rules.

Article V

Board of Directors: Numbers, Powers, Meetings

Composition and Selection.

Section 1. Governing Body. The affairs of the Association shall be governed by a Board of Directors.

Section 2. Composition. The officers. who shall be selected from among the Board of Directors shall consist of aPresident, a Secretary, a Treasurer, a Vice President, Facilities Director, Communications Coordinator, and Social Events Coordinator. No two offices shall be held by the same person, nor shall spouses serve on the Board of Directors or Facilities Board simultaneously. The President shall have the tie breaking vote on all matters brought up for vote by the Board.

Section 3. Election, Term of Office, and Vacancies. The Board of Directors shall be elected by the Mandatory Full Facilities Membership and Mandatory Community Members at the Bi-Annual meeting in October. Elected members of the Board of Directors shall hold office for one (1) year with their term of officebeginning on January 1 following the October election. No director will be permitted to serve more than two(2) consecutive terms in the same office. Candidates may be nominated from the floor or those presented by aNominating Committee. All eligible Members of the Association may vote on all Directors to be elected for the class of membership to which they belong, and the candidates receiving the most votes shall be elected.

Vacancies in the Board of Directors caused by any reason, excluding the removal of a Director by vote of the Association, shall be filled by a vote of the majority of the remaining Directors at any meeting of the Board until such person can be dµly elected at the next general meeting of the Association.

Section 4. Nominating Committee. The Nominating Committee shall be constituted by the Board of Directors at its discretion. The Nominating Committee shall make as many nominations from each class of membership for election to the Board of Directors as it shall, in its discretion, determine, but in no event less than the number ofvacancies or terms to be filled from each class of membership. Nominations shall be permitted from the floor. TheNominating Committee shall post their list of nominations by September 1 to allow all candidates to have areasonable opportunity to communicate their qualifications to the Members and to solicit votes. The elected Members of the nominating Committee shall hold office until the second Bi-Annual meeting of the following year, at which time a new committee is appointed/elected.

Section 5. Removal of Directors. A Director whose removal has been proposed shall be given at least ten (10)days' notice of the calling of a special meeting and the purpose thereof and shall be given an opportunity to be heard at the meeting. Any Director who has three (3) unexcused absences from the Board meetings or who is delinquent inthe payment of dues may be removed by a majority vote of the Directors at a meeting, which a quorum being present.

Section 6. President. The President shall be the Chief Executive Officer of the Association and shall preside at all meetings of the Association and the Board. The President shall have all the general powers and duties which are incident to the office of the president of a corporation organized under the Georgia Non-Profit Corporation code. The President shall be a Mandatory Full Facilities Member

Section 7. Secretary. The Secretary shall keep the Minutes of all meetings of the Association and of the Board of Directors and shall have charge of such books and papers as the Board of Directors may direct and shall, in general, perform all the duties incident to the office of the Secretary of a corporation organized in accordance with Georgia law. The Secretary shall make available a copy of the agenda/or minutes of the Board meetings to any homeowner upon request. The Secretary shall be a Mandatory Full Facilities Member.

Section 8. Treasurer. The Treasurer shall have the responsibility for keeping the Association's funds and securities and shall be responsible for keeping full and accurate financial records and books of account showing all receipts and disbursements, for preparing all financial statements and tax returns, and for the deposit of all monies and other valuable effects in the name of the Association or the managing agent in such depositories as may from time to time be designated by the Board of Directors. The Treasurer shall be a Mandatory Full Facilities Member and shall publish in the WOHA newsletter an itemized list of expenditures. A detailed report will be available upon request by a paid Member.

Section 9. Vice President. The Vice President shall be responsible for the management and operation of all committees, including but not limited to social events, communication, and beautification. The Vice President, in accordance with the Board of Directors, may establish or eliminate certain committees as it deems appropriate.The Vice President or a designate shall be present at each Committee meeting. The Vice President will then report Committee activity to the entire Board of Directors. The Vice President shall be a Mandatory FullFacilities Member. The Vice President shall preside over all Board meetings in the President's absence.

Section 10. Director of Facilities. The Director of Facilities shall be responsible for overseeing the general management and maintenance of the swim and tennis facilities. The Director shall also be responsible for all committees involved in the management and maintenance of the swim and tennis facilities. The Director of Facilities shall be a Mandatory Full Facilities Member.

Section 11. Communications Coordinator. The Communications Coordinator responsibilities shall include responsibility for managing all email correspondence to the Members (using Mailchimp or such other mechanism to manage communications as is designated by the Board); shall assist the Secretary in maintaining the email list for Members; shall maintain and update the White Oak Place website, as needed; and shall manage and maintain the White Oak Place Facebook and/or other official social media channels. The Communications Coordinator shall be a Mandatory Full Facilities Member.

Section 12. Social Events Coordinator. The Social Events Coordinator responsibilities include building and leading the social committee; creating a yearly social events calendar, and working with the social committee to advertise and conduct the social events of the Association throughout the year. The Social Events Coordinator must be a Mandatory Full Facilities Member.

Section 13. Compensation. No Director shall Receive any direct compensation from the Association for acting as such unless a-proved by a majority of the Members.

Section 14. Organization Meeting. The first meeting of the Board of Directors shall be held during the month of January at such time and place as shall be fixed by the Board.

Section 15. 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. Notice of the regular schedule shall constitute sufficient notice of such meetings.

Section 16. Special Meeting. Special meetings of the Board of Directors shall be held when requested by thePresident or by any two (2) Directors. The notice shall specify the time and place of the meeting and the nature of any special business to be considered. The notice shall be given to each Director by one of the following methods: (a)by personal delivery; (b) by telephone communication, either directly to the Director or to a person at the Director's home or office who would reasonably be expected to communicate such notice promptly to the Director: or (c) bytelegram, charges prepaid. All such notices shall be given or sent to the Director's address or telephone number as shown on the records of the Association. Notices sent by first-class mail shall be deposited into a United Statesmailbox at least four (4) days before the time set for the meeting. Notices given by personal delivery, telephone, ortelegraphy company shall be given at least twenty-four (24) hours before the time set for the meeting.

Section 17. Waiver of Notice. The transactions of any meeting of the Board of Directors, however, called andnotice or wherever held, shall be as valid as though taken at a meeting duly held after regular call and notice, if (a) a quorum is present, (b) either before or after the meeting, each of the Directors not present signs a written waiver of notice, a consent to holding the meeting, or an approval of the minutes. The waiver of notice or consent need not specify the purpose of the meeting. Notice of a meeting shall also be deemed given to any Director who attends the meeting without protesting before or at its commencement about the lack of adequate notice.

Section 18. Quorum of Board of Directors. At all meetings of the Board of Directors, a majority of the Directors shall constitute a quorum for the transaction of business, and the votes of a majority of the Directors present at a meeting at which a quorum is present shall constitute the decision of the Board of Directors. A meeting at which aquorum is initially present may continue to transact business, notwithstanding the withdrawal of Directors, if anyaction taken is approved by at least a majority of the required quorum for that meeting. If any regular meetingcannot be held because a quorum is not present, a majority of the Directors who are present at such meeting mayadjourn the meeting to a time not less that five (5) nor more than thirty (30) days from the time that the original meeting was called. At the reconvened meeting at which a quorum is present, any business which might have beentransacted at the meeting originally called may be transacted without further notice.

Section 19. Open Meetings. All regularly scheduled meetings of the Board shall be open to all Members, but Members other than Directors may not participate in any discussion or deliberation unless expressly so authorized by the Board. If an Owner wishes to attend a Board meeting and address the Board, the Owner must provide the Secretary with written notice of the subject of the matter to be addressed at least five (5) days prior to the meeting. Notice of regularly scheduled meetings shall be posted.

Section 20. Executive Sessions. The Board may adjourn a meeting and reconvene in Executive Session to discuss any vote upon personnel matters, sanctions against Members, litigation in which the Association is or may become involved, and orders of business of a similar nature. The nature of any and all business to be considered in executive sessions shall first be announced in open session.

Section 21. Action without a Formal Meeting. Any action to be taken at a meeting of the Directors may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by all of the Directors. Such action shall be recorded in the next regularly scheduled meeting's minutes.

Article VIArticle VI

Article VI

Committees

Section 1. General. Committees to perform such tasks and to serve for such periods as may be designated by the Board are hereby authorized. Each committee shall be composed and shall operate in accordance with the terms of the resolution of the Board of Directors designating the committee or with rules adopted by the Board of Directors.

Section 2. Nominating Committee. Pursuant to Article V, Section 4, there shall be a nominating committee appointed in the manner and to perform the functions specified in that section. All members of the nominating committee shall be Mandatory Full Facility Members.

Article VII

Insurance and Casualty Losses

Section 1. Insurance. The Board of Directors or its duly authorized agent shall have the authority to obtain insurance for all insurable improvements on the property owned or leased by the Association. This insurance shall cover loss or damage by fire or other hazards, including extended coverage, vandalism, and malicious mischief and shall be in an amount sufficient to cover the full replacement cost of any repair or reconstruction in the event of damage or destruction from any such hazard. Alternatively, the Board may purchase 'all-risk' coverage in like amounts.

Premiums for all insurance shall be common expenses of the Association. The policies may contain a reasonable deductible, and the amount thereof shall be added to the face amount of the policy in determining whether the insurance at least equals the full replacement cost.

Section 2. Damage and Destruction.

In General. Immediately after the damage or destruction by fire or other casualty to all or any portion of any improvement covered by insurance written in the name of the Association, the Board or its duly authorized agent shall proceed with the filing and adjustment of all claims arising under such insurance and obtain reliable and detailed estimates of the cost of repair or reconstruction of the damaged or destroyed property. Repair or reconstruction, as used in this paragraph, means repairing or restoring the property to substantially the same condition and location that existed prior to the fire or other casualty.

Repair and Reconstruction. Any damage or destruction shall be repaired or reconstructed unless, within sixty (60) days after the casualty, at least seventy-five percent (75%) of the Mandatory Full Facility Members, otherwise agree. If for any reason either the amount of the insurance proceeds to be paid as a result of such damage or destruction, or reliable and detailed estimates of the cost of repair or reconstruction, or both, are not made available to the Association within such period, then the period shall be extended until such information shall be made available; provided, however, such extension shall not exceed sixty (60) days.

If the damage or destruction for which the insurance proceeds are paid is to be repaired or reconstructed and such proceeds are not sufficient to defray the costs thereof, the Board shall, without the necessity of a vote of the Association's Members, levy assessments against Members. If the funds available from insurance exceed the costs of repair or reconstruction, or if the improvements are not repaired or reconstructed, such excess shall be deposited to the benefit of the Association.

AArticle VIII

Article VIII

Miscellaneous

Section 1. Fiscal Year. The fiscal year of the Association shall be determined by resolution of the Board. In theabsence of such a resolution, the fiscal year shall be the calendar year.

Section 2. Parliamentary Rules. Roberts Rules of Order shall govern the conduct of all Association proceedings, when not in conflict with Georgia law, the Articles of Incorporation, these Bylaws, or a ruling made by the person presiding over the proceedings.

Section 3. Conflicts. If there are conflicts or inconsistencies between the provisions of the Georgia law, the Articlesof Incorporation, and these Bylaws, the provisions of Georgia law, the Articles of Incorporation, and the Bylaws (in thatorder) shall prevail.