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Section 2.3 Quorum. Except as otherwise provided in these Bylaws, the presence in person or by proxy of persons entitled to case one-half (1/2) of the total percentage vote shall constitute a quorum. Section 2.4 Proxies. Votes may be cast in person or by proxy. Proxies must be filed with the Secretary before the appointed time of each meeting. ARTICLE III Administration Section 3.1 Association Responsibilities. The holders of an interest in the units will constitute the membership of the Association of Owners (hereinafter referred to collectively as "Association" and individually as "member(s)") who will have the responsibilities of administering the project, approving the annual budget, establishing and collecting monthly assessments and arranging for the management of the project. Except as otherwise provided, decisions and resolutions of the Association will require approval of three-fourths (3/4) of the total percentage vote of the members. Section 3.2 Place of Meeting. Meetings of the Association shall be held at the principal office of the project or such other place convenient to the members as may be designated by the Board of Directors. Section 3.3 Annual Meetin~. The first annual meeting of the Association shall be held on January 15, 1990. Thereafter, the annual meetings of the Association shall be held on January 15 of each succeeding year. At such meeting, there shall be elected by ballot of the members a Board of Directors in accordance with the requirements of Section 4 of Article V of these Bylaws. In addition, the Association members shall adopt an annual budget and establish assessments for the ensuing year. The members may also transact such other business of the Association as may properly come before them. Section 3.4 Notice of Annual Meeting. It shall be the duty of the Secretary to mail a notice of each annual meeting stating the complete agenda thereof as well as the time and place where it is to be held, to each holder of an interest of record, at least twenty-one (21) days, but not more than thirty (30) days prior to such meeting. The notice shall be sent by United States mail to all holders of an interest of record at the address of their respective units and to other addresses as any of them may have designated to the officer. The mailing of a notice in the manner provided in this Section shall be considered notice served. Section 3.5 . Special Meetings. It shall be the duty of~the President to call a special meeting of the members as directed by resolution of the Board of Directors or upon a petition sign~d by a majority of members and having been presented to the Secretary. The notice of any special meeting shall state the 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 unless by consent of three-fourths (3/4)' of the members. - 2 -