By-Laws of Colonial-Glenmont, Inc.

BY-LAWS OF COLONIAL-GLENMONT, INC.

ARTICLE I

Name and Purpose of Corporation

1. This corporation is named Colonial-Glenmont, Inc.

2. The purpose of this corporation is to promote the general welfare of its members and their families.

ARTICLE II

Membership

1. Any head-of-household owning residential property in Colonial Acres, Glenmont, New York is a member. One adult cohabitant of a member shall be deemed a co-member with full rights of membership including voice and vote at all meetings and the privilege of holding office; provided, however, that while a member and co-member from the same household may attend and speak at meetings of members, only one member per household is entitled to vote in person or by proxy at such meetings. Whenever the word “member” or “members” is used in these By-Laws it shall be deemed to include “co-member” unless both words “member” and “co-member” are used.

2. Colonial Acres is geographically defined and limited to the plot plan, Appendix A dated 1969, made part of these By-Laws in 1969, excluding those properties held by Colonial Golf, Inc.

3. A condition to membership is the payment of annual dues.

4. After fulfilling all obligations to the corporation, a member may withdraw from the corporation by giving written notice to the Secretary. A member automatically forfeits membership by moving from the geographical boundaries of Colonial Acres, as defined in Section 2 above.

5. A member may be suspended or expelled for conduct prejudicial to the best interest of the corporation and Colonial Acres community. Suspension or expulsion requires a two-thirds vote of the entire membership of the Board of Directors. A statement of the charges shall be sent by registered mail to the member being charged at least fifteen (15) days before final action is taken. The statement shall be accompanied by a notice of the time and place where the Board of Directors is to take action. The member being charged shall be given an opportunity to present a defense at the time and place mentioned in this notice.

6. No refund of dues need be made to the member who is expelled or suspended or withdraws.

7. Except as here-in-after provided in Article X of these By-Laws, membership in the corporation is encouraged to participate in the activities sponsored by the corporation.

ARTICLE III

Application Fees and Dues

1. The Board of Directors shall decide upon a proposed annual budget, and the proposed annual dues for the calendar year prior to the Annual Meeting. Annual dues of membership shall be determined by the full membership at the Annual Meeting; along with the annual budget.

2. Annual dues are payable to the Treasurer on or before the date set by the Board of Directors, or at the Annual Meeting. New residents shall pay a portion of the dues for their first year of membership based upon when they become members, as set forth in the following schedule:

      January 1 - June 30 100%

      July 1 – August 31 50%

      September 1 – December 31 0%

3. Members who fail to pay dues within thirty days after they become due shall be notified by the Treasurer.

ARTICLE IV

Government

1. The Board of Directors shall have the general management of the affairs of the corporation.

2. The Board of Directors shall consist of ten voting directors including a President, a Vice President, a Secretary, and a Treasurer, all of whom must be members. No two members of the same household, however, may serve on the Board at the same time. The immediate past President shall be available for consultation.

3. The Board of Directors may also include two high school age residents who will represent the youth of the neighborhood at Board meetings without voting privileges.

ARTICLE V

Meetings

1. The Annual Meeting of the membership of the corporation shall be held in November no later than the third Wednesday of the month. The meeting place will be set by the Board of Directors and held in an appropriate location in the Town of Bethlehem. Notice of the time and place of the Annual Meeting shall be distributed in person or by mail to each member household at least ten (10) days before the date of the Annual Meeting and shall include a copy of the proposed annual budget for the corporation, the slate of candidates nominated for election to the Board of Directors, and a proxy ballot.

2. A Special Meeting of the members may be called by the Board of Directors. The President or the Secretary may call a Special Meeting of the Members upon written request of at least one third of the members. The same notice shall be given as for an Annual Meeting. At the Special Meeting only the business specified will be considered.

3. At all meetings of the members, ten per cent (10%) of all members entitled to vote at such meeting will constitute a quorum. If a quorum is not present, the presiding officer will adjourn the meeting to another date.

4. At all meetings of the corporation and Board of Directors, questions (other than the election of directors) will be decided by a majority of the votes cast by members entitled to vote thereon.

5. At all Annual Meetings of the corporation, the incumbent President shall proceed with:

A. Reading of the minutes of the previous membership meeting for approval.

B. Reports of Officers.

C. Reports of Committees.

D. Unfinished Business.

E. Voting and installation of the new directors and officers.

The incoming President shall assume the chair and present the following:

F. Committees for the forthcoming year.

G. Proposed budget and annual dues to be voted upon by the membership.

H. New Business.

ARTICLE VI

Board of Directors

1. Election: The directors shall be nominated and elected in the following manner:

A. On or before September 1, the President shall appoint a nominating committee consisting of members. Said committee shall, on or before September 15, submit in writing to the Secretary a slate of candidates for election to the Board of Directors for a term beginning January 1 of the following year.

B. The Secretary, on or before October 1, shall cause to be delivered to all eligible voters a notice of meeting and proxy ballot, the slate of candidates, and instructions for voting and return.

C. In order to be counted, proxies must be returned to the Secretary no later than ten days before the date of the Annual Meeting or delivered in person at the annual meeting.

D. Before October 15, the President shall appoint three Inspectors of Election, (none of whom shall be on the slate of candidates), who shall receive the ballots from the Secretary no later than October 20.Proxies and votes cast in person shall be tabulated at the annual meeting.

E. The candidates receiving the greatest number of votes for the number of directorships to be filled shall be declared elected.

F. In the event of a tie, the winner shall be selected by lot at a meeting of the Board of Directors.

G. The candidates so elected shall be notified by the Secretary.

2. Term of Office: Members of the Board are elected for a term of two years. A Board member’s term may be extended for one year for the purpose of service as President of the Board, if such member is granted sole one year extension by vote of the incoming Board and is subsequently elected to the Office of President in compliance with the provisions of Article III, paragraph 1. In the event of a vacancy, said vacancy shall be filled by appointment by the President subject to approval by vote of the Board. Newly appointed (elected) directors shall serve with the incumbent Board with voice but no vote, except for the election of officers for the succeeding year, until the beginning of their terms on the succeeding January 1.

3. Meetings. The Board of Directors shall hold regular meetings on a day of their choosing. A special meeting of the Board of Directors may be called by the President or by the Secretary upon the request of four members of the Board. Any action required or permitted to be taken by the Board of Directors or any committee thereof may be taken without a meeting if all the members of the board or committee consent in writing to the adoption of a resolution authorizing the action. Any one or more members of the Board of Directors or any committee thereof may participate in a meeting of such board or committee by means of a conference telephone or similar communications equipment that allows all persons participating in the meeting to hear each other at the same time. Participation by such means shall constitute presence in person at such meeting.

4. One-half of the Board of Directors constitutes a quorum. If a quorum is not present, the meeting will be adjourned to a later day.

ARTICLE VII

Officers

1. Election

A. The Board of Directors for the ensuing year shall elect one of their number President; one of their number Vice President; one of their number Secretary; and one of their number Treasurer. A majority of a quorum present of said Board of Directors for the ensuing year is necessary to elect an officer. The meeting to elect officers shall be the first regular board meeting after elections.

B. The President, Vice President, Secretary, and Treasurer are elected for a term of one year. Officers hold office until new officers are elected. An officer cannot serve for more than two consecutive terms in the same office.

2. Duties

A. The President shall preside at the meetings of the corporation and of the Board of Directors. The President is a member, ex officio, with the right to vote, of all committees, except the Nominating Committee.

B. In the absence of the President, the Vice President shall perform all the duties of the President.

C. The Secretary shall keep the minutes of all meetings of the corporation and of the Board of Directors. The Secretary shall distribute all notices for meetings of the corporation and of the Board of Directors and perform other duties as may be required by the By-Laws, the President or the Board of Directors.

D. The Treasurer shall keep an account of all moneys received and expended for the use of the corporation. The Treasurer shall submit all moneys received in the name of the corporation in a local bank approved by the Board, and disburse funds as ordered or authorized by the Board. The Treasurer shall submit records when requested and give an itemized statement at annual meetings of the corporation. Funds may be drawn and checks made upon the signature of the Treasurer, or in the absence of the Treasurer, of the President.

ARTICLE VIII

Committees

1. Prior to the annual meeting, the incoming President shall appoint members of the standing committees, viz.: Finance, Environmental, Social, Pool, and Architectural Control.

2. The President may at any time appoint special Committees.

ARTICLE IX

Amendments

1. Any member may propose an amendment to the By-Laws by submitting such proposed amendment(s) to the Secretary in writing fifteen (15) days prior to the annual meeting or special meeting.

2. These By-Laws may be amended only by three-fourths of the votes cast at a meeting of members by members entitled to vote. Notice of the proposed amendment(s) must be stated in the call for the meeting.

ARTICLE X

Swimming Pool Associate Membership

1. The Board of Directors, in its discretion, may admit Associate Members from outside Colonial Acres. Such Associate Membership shall be for the purpose of providing, upon payment of prescribed admission fee, use of the swimming pool only.

2. Associate Membership shall be on a year-to-year basis, and shall be of such numbers and upon such terms and conditions as prescribed by the Board of Directors.

3. Action by the Board of Directors in the admission of Associate Members shall only be upon the affirmative majority vote of the full Board.