BYLAWS

CHINQUAPIN HOLLOW WOMEN’S ASSOCIATION, INCORPORATED

ARTICLE I. OFFICERS

The principle office of the corporation shall be located at the residence of the president of the corporation.

The corporation shall have and continuously maintain in the state of Maryland a resident agent who shall be one of the members of the corporation and such resident agent may be changed from time to time by the board or directors.

ARTICLE II. MEMBERS

Section 1. Classes of members: The corporation shall have two classes of members as follows - (a) Regular (b) Social.

Section 2. Qualification of members: (a) Regular Members - any adult person who is a member of any household or family and who rents or purchases or who owns a residence on the west side of Chinquapin Parkway between its intersections with Lake Avenue (also known as Northern Parkway) and Cedarcroft Road, in the city of Baltimore, in the state of Maryland is eligible for membership in the corporation as a regular member. (b) Social Members - any adult non-resident person who once was but is no longer a regular member is eligible for membership in the corporation as a social member.

Section 3. Voting Rights: (a) Regular Members - each household of which there is at least one regular member shall be entitled to one vote each on each matter submitted to a vote of the members. Each non-resident member shall also be entitled to vote on each matter submitted to a vote of the members. (b) Social Members: Social members shall not be entitled to vote.

Section 4. Transfer of Membership: Membership in the corporation is not transferable or assignable.

ARTICLE III. MEETINGS OF MEMBERS

Section 1. Annual Meeting: An annual meeting of the members shall be held at such place as fixed by the board of directors in the first week of October in each year for the purpose of electing directors and for the purpose of electing the officers of the corporation and for the transaction of such other business as may come before the meeting. If the election of directors and officers shall not be held on the day designated herein for an annual meeting, or at any adjournment thereof, the board of directors shall cause the election to be held at a special meeting of the members as soon thereafter as conveniently may be called.

Section 2. Special Meetings: Special meetings of the members may be called by the president, the board of directors or not less than one-fourth of the members having voting rights.

Section 3. Place of Meetings: The board of directors may designate any residence within the provisions of Article II, Section 2, subsection (a) as the place of meeting for any annual meeting or for any special meeting. If not designation is made or if a special meeting be otherwise called the place of the meeting shall be the residence of the president.

Section 4. Notice of Meeting: At least 5 days notice stating the place, day and hour of any meeting of members shall be given to each member entitled to vote at such meetings; by or at the direction of the president or the secretary, or the officers or persons calling the meeting. the purpose or purposes for which the meeting is called shall be stated in the notice.

Section 5. Quorum: The members holding thirty (30) per cent of the votes which may be cast at any meeting shall constitute a quorum at such meeting. If a quorum is not present at any meeting of members, a majority of the members present may adjourn the meeting from time to time without further notice.

Section 6. Proxies: At any meeting of members, a member is entitled to vote by proxy executed in the writing of the member. No proxy shall be valid after the meeting for which it was executed.

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, Qualifications: The number of directors shall be seven (7). Each director shall hold office until the next annual meeting or members and until his successor shall have been elected and qualified. The directors shall be the officers and three other persons. Directors must be members of the corporation.

Section 3. Regular Meetings: A regular meeting of the board of directors shall be held without other notice than this bylaw within one (1) week and immediately after 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. The person or persons authorized to call special meetings of the board of directors may fix any place as the place of holding any special meeting of the board called by them.

Section 5. Notice: Notice of any special meeting of the board of directors shall be given to each director. The business to be transacted at the meeting need not be specified in the notice.

Section 6. Quorum: A majority of the board of directors shall constitute a quorum for the transaction of business at any meeting of the board; but if less than a majority of the directors is present at said meeting, a majority of the directors present may adjourn the meeting from time to 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.

Section 8. Vacancies: Any vacancy occurring in the board of directors shall be filled by the board of directors. A director elected to fill a vacancy shall be elected for the unexplored term of his predecessor.

Section 9. Compensation: Directors as such shall not receive any salaries or other compensation for their services.

Section 10. Limitation on Authority: The board of directors may not incur expenses on behalf of the corporation in excess of $25.00.

ARTICLE V. OFFICERS

Section 1. Officers: The officers of the corporation shall be a president, a vice-president, a secretary and a treasurer. No two (2) offices may be held by the same person.

Section 2. Election and term of office: The officers of the corporation shall be elected by the members at the regular annual meeting of the members. If the election of officers shall not be held at such meeting such election shall be held as soon thereafter as conveniently may be. Each officer shall hold office until his successor shall have been duly elected and shall have qualified.

Section 3. President: The president shall be the principle executive officer of the corporation and shall in general supervise and control all of the business and affairs of the corporation. He shall preside at all meetings of the members and of the board of directors. He may sign, with the secretary or other proper officer of the corporation authorized by the board of directors any deeds, mortgage bonds, contracts or other instruments which the board of directors have authorized to be executed, except in the case where the signing and execution thereof shall be expressly delegated by the board of directors or by those bylaws or by statute to some other office or agent of the corporation; and in general he shall perform all duties incident to the office of president and such other duties as may be prescribed by the board of directors from time to time.

Section 4. Vice President: In the absence of the president or in event of his inability or refusal to act, the vice president 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. The vice president shall perform such other duties as from time to time may be assigned to him by the president or by the board of directors.

Section 5. Treasurer: The treasurer shall have charge and custody of and be responsible for all funds and securities of the corporation, receive and give receipts for moneys due and payable to the corporation from any source whatsoever, and deposit all such moneys in the name of the corporation in such banks, trust companies or other depositories as shall be selected in accordance with the provisions of Article VII of these bylaws; and in general perform all the duties incident to the office of treasurer and such other duties as from time to time may be assigned to him by the president or by the board of directors.

Section 6. Secretary: The secretary shall keep 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 bylaws, keep a register of the members and the post office address of each member, and in general perform all duties incident to the office of secretary and such other duties as from time to time may be assigned to him by the president or by the board of directors.

ARTICLE VI. COMMITTEES

Section 1. Committees of Directors and Members: The board of directors by resolution adopted by a majority of the directors in office may designate one or more committees, each of which shall consist at least one director, which committees, to the extent provided in said resolution shall have and exercise the authority of the board of directors in the management of the corporation.

Section 2. Other Committees: Other committees not having and exercising the authority of the board of directors in the management of the corporation may be designated by a resolution adopted by a majority of the directors present at a meeting at which a quorum is present or by a majority of the members present at a meeting of the members at which a quorum is present.

Section 3. Term of Office: Each member of a committee shall continue as such until the next annual meeting of the members of the corporation and until his successor is appointed, unless the committee shall be sooner terminated, or unless such member shall cease to qualify as a member thereof.

Section 4. Chairman: One member of each committee shall be appointed chairman by the person or persons authorized to appoint the members thereof.

Section 5. Vacancies: Vacancies in the membership of any committee may be filled by appointments made in the same manner as provided in the case of original appointments.

Section 7. Rules: Each committee may adopt rules for its own government not inconsistent with these bylaws or with rules adopted by the board of directors.

Section 6. Quorum: A majority of the whole committee shall constitute a quorum and the act of a majority of the members present at a meeting at which a quorum is present shall be the act of the committee.

ARTICLE VII. CONTRACTS, CHECKS, DEPOSITS AND FUNDS

Section 1. Contracts: The board of directors or members may authorize any officer or officers, agent or agents of the corporation (provided such agent or agents be members of the corporation) to enter into any contract or execute and deliver any instrument in the name of and on behalf of the corporation, and such authority may be general or confined to specific instances.

Section 2. Checks, Drafts, etc.: All checks, drafts or orders for the payment of money, notes or other evidence of indebtedness issued in the name of the corporation shall be signed by such officer or officers, agent, or agents of the corporation and in such manner as shall from time to time be determined by resolution of the board of directors or members. In the absence of such determination by the board of directors or members, such instruments shall be signed by the treasurer, and countersigned by the president or the vice-president, or the secretary of the corporation.

Section 3. Deposits: All funds of the corporation shall be deposited form time to time to the credit of the corporation in such banks, trust companies or other depositories as the board of directors or the members may select.

ARTICLE VIII. BOOKS AND RECORDS

The corporation shall keep correct and completed books and records of accounts and shall keep minutes of the proceedings of its members, board of directors and committees and shall keep a record giving the names and address of the members entitled to vote. All books and records of the corporation may be inspected by any member.

ARTICLE IX. FISCAL YEAR

The fiscal year of the corporation shall begin on the first day of October and end on the last day of September in each year.

ARTICLE X. DUES

Section 1. Annual Dues: The members may determine from time to time the amount of initiation fees, if any, and annual dues payable to the corporation by members.

Section 2. Payment of Dues: Dues shall be payable in advance on the first day of October and before the annual meeting, in each fiscal year. Dues of a new member shall be prorated form the first day of the month in which such new member is elected to membership, for the remainder of the fiscal year of the corporation.

Section 3. Default & Termination of Voting Rights: When any member of the corporation shall be in default in the payment of dues for a period of thirty (30) days from the beginning of the fiscal year or period of which such dues become payable, his voting right is thereupon terminated. As applicable to the annual meeting, no member shall be entitled to vote at the annual meeting unless such member’s dues shall be paid in full prior to such annual meeting. Upon payment in full of the dues, a member’s voting right which has been terminated shall be reinstated.