Mallard Lake Estates Community Association

By-Laws

BY-LAWS OF MALLARD LAKE ESTATES COMMUNITY ASSOCIATION

ARTICLE I

Offices

The corporation shall maintain in the State of Illinois a registered Office and a registered agent, at such office and may have other offices within the state.

ARTICLE II

Members

SECTION 1. ONE CLASS OF MEMBERS. The corporation shall have one class of members. There shall be one membership for each residential lot in the Mallard Lake Estates Subdivision, irrespective of the number of owners of said residential lots, which membership shall be appurtenant to said residential lots. Ownership of a residential lot in the Mallard Lake Estates subdivision shall be the sole qualification for membership in the corporation. No person holding any interest in the residential lot merely as security for the performance of an obligation shall be a member of the corporation.

SECTION 2. VOTING RIGHTS. Each membership in good standing (defined as any member who does not have any unpaid assessments as of June 1st of any given year or liens) shall be entitled to one vote per lot on any matter submitted to a vote of the members; provided, however, that where title for the lot is in more than one person, such co-owners, acting jointly shall be entitled to the one vote. To further explain any matter for vote that requires the 51% or the 66.6% affirmative vote of the membership shall require all co-owners to sign in order to validate said vote.

In the matter for voting to elect the board of directors at the annual meeting, any one owner who is present at the meeting or submits a proxy, substantiates a vote for this particular matter. However if more than one owner of a lot is present at the meeting they shall only be entitled to one vote jointly for this matter.

SECTION 3. TERMINATION AND TRANSFER OF MEMBERSHIP. Membership in the corporation shall automatically terminate upon the sale, transfer or other disposition of a member’s title interest in such member’s residential lot in the Subdivision, at which time the new owner of such lot shall automatically become a member of the corporation. Such membership may not be sold or transferred other than in conjunction with the sale or transfer of the title interest in the residential lot to which it is appurtenant. No member shall have any right or power to disclaim, terminate or withdraw from his or her membership in the corporation or from any of his or her obligations therefrom, by virtue of (a) non-use of any lands owned by the corporation, (b) abandonment of his or her lot or any residence constructed thereon; (c) the failure to construct any residence thereon, or (d) for any other reason.

Revised 05/10/2006

ARTICLE III

Meetings of Members

SECTION 1. ANNUAL MEETING. An annual meeting of the members shall be held on the First Monday of November of each year for the purpose of electing directors and for the transaction of such other business as may come before the meeting. If such day be a legal holiday, the meeting shall be held at the same hour on the next succeeding business day.

SECTION 2. SPECIAL MEETING. Special meetings of the members may be called either by the president, the board of directors, or not less than one-tenth of the members having voting rights.

SECTION 3. PLACE OF MEETING. The board of directors may designate any place as the place of meeting for any annual meeting or for any special meeting called by the board of directors. If no designation is made or if a special meeting be otherwise called, the place of meeting shall be the registered office of the corporation in the State of Illinois.

SECTION 4. NOTICE OF MEETINGS. Written notice stating the place, date, and hour of any annual or special meeting of members shall be delivered to each member entitled to vote at such meeting not less than five or more than sixty days before the date of such meeting or in the case of a removal of one or more directors, a merger, consolidation, dissolution or sale, lease or exchange of assets, not less than 20 nor more than sixty (60) days before the date of such meeting.

SECTION 5. INFORMAL ACTION BY MEMBERS. Any action required to be taken at a meeting of the members of the corporation, or any other action which may be taken at a meeting of members, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the members entitled to vote with respect to the subject matter thereof.

SECTION 6. QUORUM. The members holding one-tenth of the votes, which may be cast at any meeting, shall constitute a quorum at such meeting. If a quorum is present, the affirmative vote of a majority of the votes present and voted, either in person or by proxy shall be the act of the members, unless the vote of a greater number is required by statute, the articles of incorporation of the corporation or these by-laws. If a quorum is not present at any meeting of members, a majority of the members present may adjourn the meeting at any time without further notice. At any adjourned meeting at which a quorum shall be present, any business may be transacted which might have been transacted at the original meeting; withdrawal of members from any meeting shall not cause failure of a duly constituted quorum at that meeting.

Revised 11-12-1998

SECTION 7. PROXIES. Each member entitled to vote on any matter may vote in person or by proxy executed in writing by the member or by that member’s duly authorized attorney-in-fact, but no such proxy shall be voted or acted upon after eleven months from the date of its execution unless otherwise provided in the proxy.

ARTICLE IV

Board Of Directors

SECTION 1. GENERAL POWERS. The affairs of the corporation shall be managed by its board of directors.

SECTION 2. NUMBER, TENURE AND QUALIFICATIONS. The number of directors shall be seven and all directors must be members of the corporation. If a special meeting of the members is called for the purpose of electing directors prior to the first annual meeting of the members as set forth in SECTION I of ARTICLE III, the directors elected at such special meeting shall serve until the first annual meeting and until their successors shall have been elected and qualified. At the first annual meeting of the members, the seven directors shall be elected. The four persons receiving the highest number of votes at the first annual meeting shall be elected to the board for a term of two (2) years and the three persons receiving the next highest number of votes shall be elected to the board for a term of one year. Upon the expiration of the terms of office of the directors so elected at the first annual meeting and thereafter, successors shall be elected for a term of two years each. Any increase or decrease in the number of directors shall be governed by statute.

SECTION 3. REGULAR MEETINGS. A regular annual meeting of the board of directors shall be held without other notice than these by-laws, immediately after, and at the same place as, the annual meeting of members. The board of directors may provide by resolution the time and place, for the holding of additional regular meetings of the board without other notice than such resolution.

SECTION 4. SPECIAL MEETINGS. Special meetings of the board of directors may be called by or at the request of the president or any two directors by written notice. Such notice shall specify the date, time and place of the meeting and the matters to be considered.

SECTION 5. NOTICE. Notice of any special meeting of the board of directors shall be given at least three days previously thereto by written notice to each director at his address as shown by the records of the corporation. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail in a sealed envelope so addressed, with postage thereon prepaid. If notice be given by telegram, such notice shall be deemed to be delivered when the telegram is delivered to the telegraph company. Notice of any special meeting of the board of directors may be waived in writing signed by the person or persons entitled to the notice either before or after the time of the meeting. The attendance of a director at any meeting shall constitute a waiver of notice of such meeting, except where a director attends a meeting for the express purpose of objection to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular meeting of the board need be specified in the notice or waiver of notice of such meeting, unless specifically required by law or by these by-laws.

Revised 11-12-1988

SECTION 6. QUORUM. A majority of the board of directors then in office shall constitute a quorum for the transaction of business at any meeting of the board provided that in no event shall a quorum consist of less than one third of the directors then in office. If less than a majority of the directors are present at said meeting, a majority of the directors present may adjourn the meeting to another time without further notice.

SECTION 7. MANNER OF ACTING. The act of a majority of the directors present at a meeting at which a quorum is present shall be the act of the board of directors, unless the act of a greater number is required by statute, these by-laws, or the articles of incorporation. The directors may act by unanimous written consent in the manner provided by the Illinois General Not-For-Profit Corporation Act.

SECTION 8. VACANCIES. Any vacancy occurring in the board of directors or any directorship to be filled by reason of an increase in the number of directors shall be filled by the board of directors unless the articles of incorporation, a statute, or these by-laws provide that a vacancy or a directorship so created shall be filled in some other manner, in which case such provision shall control. A director elected to fill a vacancy shall be elected for the unexpired term of his or her predecessor in office.

SECTION 9. COMPENSATION. Directors are entitled to a waiver of Association dues while serving their term. If a Director leaves their position mid-term, dues will be pro-rated and the remaining amount will be paid to the Association within 30 days after termination of position. Any director may be reimbursed for his or her actual out-of-pocket expenses incurred in the performance of his or her duties upon providing the board with a reasonably detailed accounting of such expenses.

SECTION 10. REMOVAL OF DIRECTORS. Any director may be removed with or without cause, and then only as provided by statute.

Revised 10-22-2007, Section 9, Article IV. Compensation

ARTICLE V

Officers

SECTION 1. OFFICERS. The officers of the corporation shall be a president, one or more vice presidents (the number thereof to be determined by the board of directors), a treasurer, a secretary, and such assistant treasurers, assistant secretaries or other officers as may be elected by the board of directors. The president, all vice presidents, if any, the treasurer and the secretary must be members of the board of directors. All other officers need not be members of the board of directors but must be members of the corporation. Officers whose authority and duties are not prescribed in these by-laws shall have the authority and perform the duties prescribed, from time to time, by the board of directors. Any two or more offices may be held by the same person, except the offices of president and secretary.

SECTION 2. ELECTION AND TERM OF OFFICE. The officers of the corporation shall be elected annually by the board of directors at the regular annual meeting of the board of directors. If the election of officers shall not be held at such meeting, such election shall be held as soon thereafter as conveniently may be. Vacancies may be filled or new offices created and filled at any meeting of the board of directors. Each officer shall hold office until his or her successor shall have been duly elected and shall have qualified or until his or her death or until he or she shall resign or shall have been removed in the manner hereinafter provided. Election of an officer shall not of itself create contract rights.

SECTION 3. REMOVAL. Any officer elected or appointed by the board of directors may be removed by the board of directors whenever in its judgment the best interests of the corporation would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed.

SECTION 4. PRESIDENT. The president shall be the principal executive officer of the corporation. Subject to the direction and control of the board of directors, he or she shall be in charge of the business and affairs of the corporation; he or she shall see that the resolutions and directives of the board of directors are carried into effect except in those instances in which that responsibility is assigned to some other person by the board of directors; and, in general, he or she shall discharge all duties incident to the office of president and such other duties as may be prescribed by the board of directors. He or she shall preside at all meetings of the members and of the board of directors. Except in those instances in which the authority to execute is expressly delegated to another officer or agent of the corporation or a different mode of execution is expressly prescribed by the board of directors or these by-laws, he or she shall co-sign all checks with the treasurer or an assistant treasurer of the corporation and he or she may execute for the corporation any contracts, deeds mortgages, bonds, or other instruments which the board of directors has authorized to be executed, and he or she may accomplish such execution either under or without the seal of the corporation and either individually or with the secretary, any assistant secretary, or any other officer thereunto authorized by the board of directors, according to the requirements of the form of the instrument.

Revised 11-12-1988

SECTION 5. VICE PRESIDENT. The vice-president (or in the event there be more than one vice-president, each of the vice-presidents) shall assist the president in the discharge of his or her duties as the president may direct and shall perform such other duties as from time to time may be assigned to him or her by the president or by the board of directors. In the absence of the president or in the event of his or her inability or refusal to act, the vice-president or in the event there be more than one vice-president, the vice-presidents, in the order designated by the board of directors, or by the president if the board of directors has not made such a designation, or in the absence of any designation, then in the order of their seniority of tenure) shall perform the duties of the president and when so acting, shall have all the powers of and be subject to all the restrictions upon the president.

SECTION 6. TREASURER. The treasurer shall be the principal accounting and financial officer of the corporation. He or she shall: (a) have charge of and be responsible for the maintenance of adequate books of account for the corporation; (b) have charge and custody of all funds and securities of the corporation, and be responsible therefore, and for the receipt and disbursement thereof; and (c) perform all the duties incident to the office of treasurer and such other duties as from time to time may be assigned to him or her by the president or by the board of directors. If required by the board of directors, the treasurer shall give a bond for the faithful discharge of his or her duties in such sum and with such surety or sureties as the board of directors shall determine, but the cost of such bond shall be paid by the corporation.

SECTION 7. SECRETARY. The secretary shall record the minutes of the meetings of the members and of the board of directors in one or more books provided for that purpose; see that all notices are duly given in accordance with the provisions of these by-laws or as required by law; be custodian of the corporate records and of the seal of the corporation; keep a register of the post office address of each member which shall be furnished to the secretary by such member; and perform all duties incident to the office of secretary and such other duties as from time to time may be assigned to him or her by the president or by the board of directors.

Revised 11-12-1988

SECTION 8. ASSISTANT TREASURER AND ASSISTANT SECRETARIES. The assistant treasurers and assistant secretaries shall perform such duties as shall be assigned to them by the treasurer or the secretary, respectively, or by the president or the board of directors. If required by the board of directors, the assistant treasurers shall give bonds for the faithful discharge of their duties in such sums and with such sureties as the board of directors shall determine, but the cost of such bonds shall be paid by the corporation.

ARTICLE VI

Committees

The number, size, membership and purposes of such committees shall be as determined by the board, but no such committee shall have authority to act on behalf of the corporation or the board of directors.

ARTICLE VII

Contracts, Checks, Deposits and Funds

SECTION 1. CONTRACTS. The board of directors may authorize any officer or officers, agent or agents of the corporation, in addition to the officers so authorized by these by-laws, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the corporation but such authority shall be confined to specific instances.

SECTION 2. CHECKS, DRAFTS, ETC. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the corporation, shall be cosigned by the president and the treasurer or an assistant treasurer.

SECTION 3. DEPOSITS. All funds of the corporation shall be deposited from time to time to the credit of the corporation in such banks, trust companies, or other depositaries as the board of directors may select.

SECTION 4. GIFTS. The board of directors may accept on behalf of the corporation any contribution, gift, bequest or, devise for the general purposes or for any special purpose of the corporation.

ARTICLE VIII

Certificates of Membership

The board of directors may provide for the issuance of certificates evidencing membership in the corporation, which shall be in such form as may be determined by the board. Such certificates shall be signed by the president or a vice-president and by the secretary or an assistant secretary and shall bear the corporation’s seal which may be in facsimile. The name and address of each member shall be entered on the records of the corporation. If any certificate shall become lost, mutilated, or destroyed, a new certificate may be issued therefore upon such terms and conditions as the board of directors may determine.

Revised 11-12-1988

ARTICLE IX

Books and Records

The corporation shall keep correct and complete books and records of account and shall also keep minutes of the proceedings of its members, board of directors, and committees and shall keep at the registered or principal office a record giving the names and addresses of the members entitled to vote. All books and records of the corporation may be inspected by any member, or his or her agent or attorney for any proper purpose at any reasonable time.

ARTICLE X

Fiscal Year

The fiscal year of the corporation shall be fixed by resolution of the board of directors.

ARTICLE XI

Assessments

Assessments of the members of the corporation to fund the operations of the corporation shall be determined, levied and collected as provided in the Declaration of Covenants, Conditions and Restrictions recorded in the office of the Recorder of Deeds of DuPage County, Illinois, as Doc. No. R78-26216, as amended from time to time.

ARTICLE XII

Interpretation of the Declaration of Covenants, Conditions and Restrictions

The board of directors shall have authority of interpret, construe, implement and enforce in all reasonable ways the Declaration of Covenants, Conditions and Restrictions recorded in the Office of the Recorder of Deeds of DuPage County, Illinois, as Doc. No. R78-26216, as amended from time to time.

Revised 11-12-1988

ARTICLE XIII

Seal

The corporate seal shall have inscribed thereon the name of the corporation and the words “Corporate Seal, Illinois”.

ARTICLE XIV

Waiver of Notice

Whenever any notice is required to be given under the provisions of the General Not For Profit Corporation Act of Illinois or under the provision of the articles of incorporation or the by-laws of the corporation, a waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.

ARTICLE XV

Amendments

The power to alter, amend, or repeal the by-laws or adopt new by-laws shall be vested in the board of directors unless otherwise provided in the articles of incorporation or the by-laws. Such action may be taken at a regular or special meeting for which written notice of the purpose shall be given. The by-laws may contain any provisions for the regulation and management of the affairs of the corporation not inconsistent with law or the articles of incorporation.

Revised 11-12-1988