Page 3 - Kings Point Property Owners Association - 2012 By-Laws

Section 2. Term of Office. At the first annual meeting, the members shall elect two (2)
directors for a term of one (1) year, two (2) directors for a term of two (2) years, and one (1)
director for a term of three (3) years. At each annual meeting thereafter, the members shall elect
two (2) directors. The term of the newly elected director with the highest number of votes shall
be three (3) years and the term of the newly elected director with the second highest number of
votes shall be two (2) years. It is intended that the term of office for directors shall be staggered
so that no more than forty percent (40%) of directorships shall corne up for election in anyone
(I) year.

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,
disability or removal of a director, his or her successor shall be selected by the remaining
members ofthe Board and shall serve only for the unexpired term ofhis or her predecessor.

Ifthe Board of Directors is presented with written, documented evidence from a database
or other record maintained by a goverurnental law enforcement authority that a board member
has been convicted of a felony or crime involving moral turpitude, the board member is
immediately ineligible to serve on the board of the property owners' association, automatically
considered removed from the board, and prohibited from future service on the Board of
Directors.

Section 4. Action Taken without a Meeting. As allowed by applicable law, the directors
shall have the right to take any 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 ofthe directors.

ARTICLE V

NOMINATION AND ELECTION OF DIRECTORS

Section I. 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 DirectoJ;S, and two or more members of the Association. The Nominating Committee
shall be appointed by the Board of Directors prior to each annual meeting of the members, to
serve from the close of such annual meeting until the close of the next annual meeting and such
appointment shall be announced at each 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.

Section 2. Election. Election to the Board of Directors shall be by written ballot in
accordance with applicable law. At such election, the members or their proxies may cast, in
respect to each vacancy, as many votes as they are entitled to exercise under the provisions ofthe
Declaration. The persons receiving the largest number of votes shall be elected. Cumulative
voting is not permitted.

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