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 the Association).

Section 2. The location of this Association shall be at Big Alum Lake (otherwise know as Big Alum Pond and Lake Pookookapog), Sturbridge, Massachusetts, and the principal office of this corporation shall be at the property of the Clerk during his term of office at said Big Alum Lake.

ARTICLE II – OBJECT AND PURPOSES

Section 1. The object of this Association 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 object, the Association may:

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

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

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

* Attempt to foster a sense of community in an effort to achieve maximum participation in the programs of the Association and an awareness of the importance of its goals.

* Cooperate with other association, groups and agencies in developing programs and in distributing information and ideas relative to environmental management.

* And, in general, to engage in any activity whatsoever that, in the opinion of its members, serves to accomplish its purposes and goals.

ARTICLE III – MEMBERSHIP

Section 1. Voting shall be by cottage. Each cottage in which one or more dues paying members reside shall be entitled to two (2) votes.

Section 2. Membership shall be restricted to residents of Big Alum Lake, Sturbridge, Massachusetts, 18 years or older, whose dues have been paid for the current year.

Section 3. A resident shall be defined as one who has legal right of access to Big Alum Lake, either by lease or ownership, and members of his or her immediate family.

ARTICLE IV – DUES

Section 1. The dues of each member shall be set at the annual meeting and payable on or before the first day of January each year.

ARTICLE V – OFFICERS AND THEIR DUTIES

Section 1. Officers: The officers of this Association 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 the Association; to call meetings whenever he considers it advisable, or when requested to do so by the Board of Directors. He shall have the power to appoint committees as he may deem necessary, and shall be a member ex-officio of all such committees except the nominating committee. He shall also perform such other duties as may be required of him by virtue of his office.

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

Section 4. Clerk: It shall be the duty of the Clerk to keep a correct record of all formal meetings. He shall keep the minutes of the meetings. In case of his inability to attend any meeting, he 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 shall conduct the correspondence and keep a correct role of the members.

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

Section 7. Election:

There shall be a nominating committee composed of three members appointed by the President at the July meeting or at least one month prior to the election. 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.

The nominating committee shall nominate one eligible person for each office to be filled and report its nominees at the annual meeting, at which time additional nominations may be made from the floor.

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

ARTICLE VI – BOARD OF DIRECTORS

Section 1. There shall be a Board of Directors consisting of the Officers of the Association, the Chairmen of all committees, and members-at-large designated by the President and approved by the membership.

Section 2. The Board of Directors shall be empowered to act in behalf of the Association 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 the Association.

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 the Association may wish to establish rules further describing or limiting the behavior and activities of the Board of Directors.

ARTICLE VII – COMMITTEES

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

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 the Board of Directors.

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

ARTICLE VIII – MEETINGS

Section 1. The annual meeting of the Association shall be held on the second Saturday in August at 10:00 A.M. Seven days notice shall be given of change of date. In addition, a regular meeting shall be held in July of each year.

Section 2. Special meetings of the Association may be called at any time by the President and shall be called upon request of the Board of Directors. All members shall be notified at least seven days before such meetings, and the purpose of such meetings shall be made known.

Section 3. The presiding officer and fifteen (15) voting members shall constitute a quorum at all meetings of the Association.

ARTICLE IX – AMENDMENTS

Section 1. The By-Laws may be amended or repealed at any regular or special meeting of the Association by two-thirds of the members present and voting, provided that written notice of any such change shall first be forwarded to each member seven days in advance of that meeting. Any such action shall be reported to the Association at the next annual meeting.

AMENDED July 8, 2006