BY-LAWS OF THE BIG ALUM LAKE ASSOCIATION, INC.

ARTICLE I - NAME AND LOCATION

Section 1. The name of this organization shall be Big Alum Lake Association, Inc. (hereinafter called "BALA").

Section 2. The location of BALA shall be at Big Alum Lake (otherwise known as Big Alum Pond and Lake Pookookapog), Sturbridge, Massachusetts, and the principal office of BALA shall be at the property of the Clerk during his/her term of office at said Big Alum Lake.

ARTICLE II - OBJECTIVE AND PURPOSES

Section 1. The objective and purpose of BALA shall be to protect the waters and environs of Big Alum Lake so that the present quality of life there shall endure and/or be improved for future generations to enjoy. To achieve this objective, BALA may:

A) Conduct regular scientific testing of lake waters to determine sources and levels of pollution and other factors affecting water quality.

B) Keep residents informed of the results of testing programs, and educate them in the methods and techniques they should employ to protect the lake and environs and otherwise accomplish the goals of BALA.

C) Represent its membership and other lake residents at meetings of planning boards, conservation boards, environmental protection agencies, and other governmental organizations.

D) Attempt to foster a sense of community in an effort to achieve maximum participation in the programs and events sponsored by BALA.

E) Cooperate with other associations, groups and agencies in developing programs and in distributing information and ideas relative to environmental management.

F) Engage in any activity whatsoever that, in the opinion of its members, serves to accomplish the aforementioned objectives and purposes.

ARTICLE III - MEMBERSHIP

Section 1. There shall be two (2) classes of Member, being Full Members and Associate Members. A "Full Member" shall mean a single property which meets one or more of the following qualifications: (i) a permanent or seasonal property with a residence located on the shores of Big Alum Lake; (ii) a property located on any of Lake Road, Big Alum, Roy Road, Hemlock Path, Paradise Lane, South Paradise Lane, Mt. Dan Road, The Trail, Harrington Court, Lakewood Trail or Clark Road Extension in Sturbridge, Massachusetts, which property paid into the sewer betterment assessment for the Big Alum Sewer Project; or (iii) those properties which were members of The Trail at Big Alum Lake Association, Inc. or the Paradise Beach Association Trust as of August 19, 2017. An "Associate Member" shall mean any individual, eighteen (18) years or older, who has elected to become an Associate Member of BALA and has paid his/her dues for the current year.

Section 2. Each property which is a Full Member shall be allowed one (1) vote. An Associate Member shall have no right to vote, but shall be eligible to participate in all other BALA activities and will be awarded any financial discounts on activities provided to Full Members. No Member shall be entitled at any time to vote or receive any such discount if such Member's dues have not been paid in full for the current calendar year.

ARTICLE IV - VOTING

Section 1. There may be times, when at regular or special meeting, that a vote of the membership be done by paper ballot. Notice of the vote will be included in the Notice of Meeting sent to the voting members at least seven (7) days prior to the meeting. There shall be no proxy voting.

Section 2. Voting may be done in person on the day of the meeting or by absentee ballot. Absentee ballots shall be allowed for the annual meeting or any other meeting where there are item(s) to be voted on at such meeting. Absentee ballots must be received by the Clerk no later than one day prior to the meeting.

ARTICLE V - DUES

Section 1. The dues to be paid by Full Members for the following year shall be set at the annual meeting and payable on or before the first day of July each year; provided that dues must be paid at least one day prior to any meeting in order to be heard and/or vote at such meeting. Membership forms may be found at www.bigalum.org.

Section 2. Associate Members are permitted to become an Associate Member in order to benefit from incentives BALA might be offering Full Members in regards to social, recreation, and educational opportunities. The dues of each Associate Member shall be set at the annual meeting and payable on or before the first day of July each year.

Section 3. Dues paid each year are collected for the calendar year.

ARTICLE VI - OFFICERS AND THEIR DUTIES

Section 1. Officers: The officers of BALA shall be: President, Vice President, Clerk, Corresponding Secretary, and Treasurer.

Section 2. President: It shall be the duty of the President to preside at all meetings of BALA and to call meetings whenever he/she considers it advisable, or when requested to do so by a majority of the Board of Directors. The President shall have the power to appoint committees as he/she may deem necessary, and shall be a member ex-officio of all such committees except the nominating committee. The President shall also perform such other duties as may be required of him/her by virtue of the office.

Section 3. Vice President: It shall be the duty of the Vice President to assist the President in the discharge of all his/her duties and to officiate in the absence of the President or his/her inability to perform.

Section 4. Clerk: It shall be the duty of the Clerk to keep a correct record of all formal meetings. The Clerk shall keep the minutes of the meetings. In case of his/her inability to attend any meeting, the Clerk shall forward the necessary books and papers to the President or Vice President. In the absence of the Clerk during any meeting, the Corresponding Secretary will fulfill the duties of the Clerk by recording the minutes.

Section 5. Corresponding Secretary: It shall be the duty of the Corresponding Secretary to notify members of meetings at least seven days before the date of the meeting. He/she shall conduct the correspondence and keep a correct roll of the members.

Section 6. Treasurer: It shall be the duty of the Treasurer to collect and receive all monies for BALA and to keep correct account thereof and to deposit same in BALA's name in a bank or banks selected by the Board of Directors. All payments shall be made by check signed by the Treasurer and/or the President. The Treasurer shall also render a report of the funds on hand, and of income and expenses of BALA at each meeting, or whenever requested by the President. In case of his/her inability to attend any meeting, the Treasurer shall forward the necessary books and papers to the President or Vice President.

Section 7. Elections:

A) The officers of BALA shall serve for terms of two (2) years, and shall be elected at the annual meeting of BALA as set forth below.

B) Nominating Committee: The President will appoint three (3) persons to the Nominating Committee at the July meeting each year. The Board of Directors may challenge the selection of the nominating committee by requesting the Board go into executive session during or after the meeting. The Board of Directors may override the President's appointments.

C) Within thirty (30) days of the July meeting, the Nominating Committee is to contact existing officers to determine interest in remaining in their current positions. The Committee shall also obtain names from Full Members who would like to appear on the ballot. Once all candidates have been determined, the names and positions will be forwarded to the Clerk at least ten (10) days prior to the annual meeting for preparation of ballots.

D) If there are no contested races, there will be no ballots. Rather, the chairman of the Nominating Committee will present a single slate of officers. The President will ask if there are any nominations from the floor. If there are none, the President will ask that one voice vote be cast for the entire slate. If there is a nomination(s) from the floor, a vote will be taken by a show of hands for each individual position.

E) Only those persons who have signified their consent to serve, if elected, shall be nominated for, or elected to, such office.

ARTICLE VII - BOARD OF DIRECTORS

Section 1. There shall be a Board of Directors consisting of the Officers of BALA, the Chairmen of all committees, and no more than two (2) members-at-large designated by the President and approved by a majority of the voting membership.

Section 2. The Board of Directors shall be empowered to act on behalf of BALA from one regularly scheduled meeting to the next, and all actions taken under this section shall be reported at the next scheduled meeting and shall be subject to approval of BALA.

Section 3. A majority of members shall constitute a quorum at meetings of the Board of Directors.

Section 4. From time to time the membership of BALA may request the establishment of rules further describing or limiting the behavior and activities of the Board of Directors.

ARTICLE VIII - COMMITTEES

Section 1. The President, with the approval of a majority of the Board of Directors, may create such standing committees and special committees as he/she may deem necessary to promote the purposes and carry on the work of the BALA.

Section 2. The chairman of each committee shall present a plan of work to the Board of Directors for approval. No committee work shall be undertaken without the consent of a majority of the Board of Directors.

Section 3. The President shall be a member ex-officio of all committees except the nominating committee.

ARTICLE IX - MEETINGS

Section 1. BALA's annual meeting shall be held on the third Saturday in August at 10:00 am at a location to be determined. Seven (7) days' notice shall be given of change of date or of the location. In addition, a regular meeting shall be held in July of each year.

Section 2. Special meetings of BALA may be called at any time by the President or by a majority of the Board of Directors. All members shall be notified at least seven (7) days before such meetings, and the purpose of such meetings shall be made known.

Section 3. Notice of Meetings may be sent by way of the USPS or electronically at least seven (7) days prior to the meeting.

Section 4. The presiding officer and fifteen (15) Full Members shall constitute a quorum at all BALA meetings.

ARTICLE X - AMENDMENTS

Section 1. These By-Laws may be amended or repealed (in whole or in part) at any regular or special meeting of BALA by two-thirds (2/3) of the Full Members present and voting (or voting by absentee ballot), provided that written notice of any such change shall first be forwarded to each member seven (7) days in advance of that meeting. Any such action shall be reported to BALA at the next annual meeting.

AMENDED August 19, 2017