BY LA WS

OCEAN HILLS RACQUET CLUB

These by-laws of the Ocean Hills Racquet Club were duly adopted at the August 14, 1997 meeting of the members.

1. CHARTER. This Club is a component of the Ocean Hills Social Clubs, a non-profit corporation, which has approved the Club's charter. The provisions of the Charter are incorporated into these by-laws by this reference, and control over any conflicting provisions of these by-laws.

2. MEMBERS

a. Eligibility - Dues-paying Leisure Village Ocean Hills residents only.

b. Dues - Set by the Club's Board of Directors. Amount of dues will be

consistent for all members and will be based on an operating

budget which has been approved by B.O.S.C.

c. Meetings - (Time and Date per month) 4:00 pm Second Thursday of the

month.

d. Voting - Majority of those present carries.

3. BOARD OF DIRECTORS

a. Number - (Names of the officers, i.e., President, Vice President, Secretary,

Treasurer.)

b. Terms - One year beginning January 1st, and until successor takes office.

c. Election - One vote for each office, not cumulative; candidates with highest

votes are elected.

d. Vacancies - Unexpired term filled by appointment by Board of Directors.

e. Meetings - One hour before members' meetings and as called by telephone or

personal contact. (If meeting is separate from members' meetings,

state when.)

4 OFFICERS

a. President - Chief Executive Officer; presides at meetings; in consultation with the

Board establishes committees and appoints committee chairpersons; in

consultation with committee chairperson, appoints committee

members; oversees performance of other officers,

b. Vice President - In absence of President, performs duties of that office.

c. Secretary - Maintains non-financial club records; prepares minutes of meetings;

generally handles club correspondence; gives notice of meetings.

d. Treasurer - Maintains the financial records; renders reports to the Board and the

Members, and as prescribed by Ocean Hills Social Clubs or the Ocean

Hills Country Club Homeowners Association; maintains control of the

funds; promptly deposits funds in bank accounts under the Federal Tax

Identification number of Ocean Hills Social Clubs; cooperates with

accountants and auditors in the preparation of reports and returns.

(Revised February 25, 1997)