TPPOA BYLAWS

Article I., Article II., Article III., Article IV.

Article I. Name and Location

The name of the corporation is Timberwood Park Property Owners' Association, herinafter referred to as the "Association."

The principle office of the corporation shall be located at 26631 Timberline Drive, but meetings of members may be held at such places within the State of Texas, County of Bexar, as may be designated by the President and Board of Directors.

Article II. Definitions

"Association" shall mean and refer to Timberwood Park Property Owners' Association, a Texas non-profit Corporation, its successors and assigns.

"The Board of Directors" shall consist of all elected Association officers and the Immediate Past President and will hereafter be referred to as "Officers."

"Home Owner Member" shall mean and refer to an owner, who has completed the erection of a home on his or her lot or lots. Such member shall have full rights to the Association with voting rights of one vote per household and shall be allowed to hold office in the Association if appointed or elected, and must reside in Timberwood Park.

"Lot Owner Member" shall mean and refer to a lot owner who has not erected a home on his or her lot orlots. Such member shall have full rights of the Association, except this member will not be allowed to hold office in the Association buy may be appointed to serve on Committee's and does not have full voting rights.

"Common Area" shall mean all real property managed by the Association for the common use and enjoyment of the members.

Article III. Meetings of Members

Annual Meetings. The first annual meeting of the members shall be held within one(1) year from the date of Incorporation of the Association and each subsequent regular annual meeting of the members shall be held on the same day of the same month of each year thereafter, at the hour of 7:00pm. If the day for the annual meeting of the members is a legal holiday, the meeting will be held at the same hour on the first day following, which is not a legal holiday. It shall be the discretion of the President and the Officers of the Association as to the number of member meetings held annually.

The fiscal year of the Association shall begin on the first day of January and end on the 31st day of December of every year, except that the first fiscal year shall begin on the date of Incorporation.

Board Meetings. Regular meetings of the Board of Directors/Officers will be held on the second Monday of each month at 7:00pm. If the day of the meeting is a legal holiday, the meetng will be held at the same hour on the first day following, which is not a legal holiday.

Special Meetings. Special meetings of the members may be called at any time by the President or upon written request of one-fourth (1/4) of the members who are entitled to vote.

Notice of Meetings. Written notice of each meeting of the members shall be give by, or at the discretion of, the Secretary or person authorized to call the meeting, by mailing a copy of suh notice, postage prepaid, at least fifteen (15) days but not more than thirty (30) days before such meeting to each member entitled to vote thereat, addressed to the member's address last appearing on the books of the Association, or supplied by such member to the Association for the purpose of notice. Such notice shall specify the place, day, and hour of the meeting, and in the case of a special meeting, the purpose of the meeting.

Quorum. Members. The presence at the meeting of members entitled to cast, or if proxies entitled to cast, one-tenth (1/10) members in good standing shall constitute a Quorum for any action except as otherwise provided in the Articles of Incorporation or these Bylaws. If, however such a quorum is not present, the meeting will be adjourned until such time as a Quorum would be present.

Board of Directors/Officers. A majority of the number of Officers shall constitute a Quorum for the transaction of business. Every act or decision done or made at a duly held meeting at which a Quorum is present shall be regarded as the act of the Board.

Proxies. At all meetings, each member may vote in person or by proxy. All proxies shall be in writing and filed with the Secretary. Every proxy shall be revocable and shall automatically cease upon conveyance by the member of his/her ownership of his/her property.

Article IV. Officers/Board Representives Selection, Term of Office

Number. The affairs of this Association shall be managed by the President and Officers of the Association and Board Representives. The number of Board Representives may be changed by amendment of the Bylaws of the Association. There will be no less than nine (9) Officers serving on the Board annually.

Term of Office Board Representative. The three (3) Board Representatives shall serve for a term of one (1) year, and each annual meeting thereafter, the members shall elect the number of Directors needed to fill the vacancies created by the then expiring terms, such new Directors to be elected for a term of two (2) years.

Removal. Any Officer/Board Representative may be removed from the Board, when just cause is shown that the individual's position on the Board is in conflict or is a detriment to the well being of the Association or should the Board Member be absent with or without cause from three (3) cosecutive regular or called meetings by a majority vote of the Board and members in the Association, present at a meeting and legally entitled to vote. In the event of death, resignation, or removal of a Officer/Board Representative, his/her successor shall be selected by the remaining Members of the Board and shall serve for the unexpired term of his predecessor.

Compensation. No Officer shall receive any compensation from the Association for any service he/she may render to the Association. However, any Director may be reimbursed for his/her actual expenses incurred in the performance of his/her duties.

Article V., Article VI., Article VII., Article VIII.

Article V. Nomination and Election of Officers

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 chairperson, who shall be a member of the Board of Directors, and two (2) or more Homeowner Members of the Association. There shall always be an odd number on this committee. The Nominating Committee shall be appointed by the Board of Directors prior to each annual meeting 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 fewer than the number of vacancies that are to be filled. Such nominations shall be made from amony Home Owner Members only. No two (2) individuals, of a blood relation or being related by marriage, may be nominated, elected, or appointed as a Officer/Board Representative of the Association to hold office in the same year.

Election. Election of Officer/Board Representatives shall be by written ballot. At such election, the Member or their proxies may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of these Bylaws. The persons receiving the largest number of votes shall be elected. Cumulative voting is not permitted.

Election of Officer/Board Representatives shall take place at the last meeting of the fiscal year (December.) New Board Members will be sworn in at the start of the new fiscal year first meeting (January.)

Article VI. Powers and Duties of the Officer/Board Representatives

The Officer/Board Representatives shall have the power to:

A. Adopt and publish rules and regulations governing the use of the common area and facilities and the personal conduct of the members and their guests thereon and to establish penalties for the infraction thereof;

B. Suspend the voting rights during any period in which such member shall be in default in the payment of any such assessment levied by the Association. Such rights may also be suspended after notice and hearing, for a period not to exceed thirty (30) days after infraction of published rules and regulations regarding common area use;

C. Exercise for the Association all powers, duties, and authority vested in or delegated to this Association and not reserved by other provisions of these Bylaws of the Article of Incorporation;

D. Declare the office of a member of the Board of Directors to be vacant in the event such member shall be absent from three (3) consecutive regular meetings; and

E. Employ a manage, independent contractors or such other employees as they deem necessary and to prescribe their duties.

Article VII. Officer/Board Representatives and Their Duties

The Board of Directors shall consist of all elected Association Officers and the Immediate Past President. The Officers are defined as:

(1) President
(2) Immediate Past Presient
(3) First Vice President
(4) Second Vice President
(5) Secretary
(6) Treasurer
(7) Board Representative
(8) Board Representative
(9) Board Representative

Term. The Officers of this Association shall be elected annually by the members and each shall hold office for one (1) year, except for Directors who will hold office for two (2) years, unless he/she shall sooner resign or shall be removed or otherwise be disqualified to serve.

Special Appointments. The Board may elect such other Officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time, determine.

Resignation and Removal. Any officer may be removed from office by a vote in the majority of the Board Members for any violation of the Articles of Incorporation or Bylaws. Any Officer may resign at any time, giving written notice to the Board, the Presient or Secretary. Such resignation shall take effect on the date of receipt of such notice to the Board, the Presient or Secretary. Such resignation shall take effect on the date of receipt of such notice or any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

Multiple Officers. The offices of Secretary and Treasurer may be held by the same person. No person shall simultaneously hold more than one of any of the other offices except in the case of special offices created pursuant to the Bylaws.

Duties. The duties of the Officers/Directors are as follows:

President. The President shall preside at all meetings of the members; shall sign all Leases, Mortgages, Deeds and other written instruments and may cosign all checks and Promissory Notes. He/She shall have the power to appoint members to all committees. The President shall be the Executive Head of the Association and shall exercise general supervision over its' affairs, and shall be responsible for the enforcement of these Bylaws. He/She shall keep the active members fully informed of the activities of the Association.

First Vice President. The First Vice President shall act in the place and stead of the President in the event of His/Her absence, inability or refusal to act, and shall exercise and discharge such other duties as may be required of him/her by the President. The First Vice President shall be responsible for the preparation and distribution of the Association Monthly Newsletter. He/She shall assist in the promotion and guidance of all social activities and the promotion thereof.

Second Vice President. The Second Vice President will assist the President and First Vice President. In the absence of the or disability of the First Vice President, the Second Vice President will perform all the duties of the First Vice President. He/She will be responsible for the processing of the membership applications and the disposal of th paid dues to the Treasurer of the Association. He/She will be responsible for keepinga current list of members of the Association, which will identify all members current, and maintain the necessary information for the telephone directory.

Secretary. The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the members; keep teh Corporate Seal of the Association and affix it on all papers requiring said seal; shall service notice of meetings of the Board and of the members; and shall perform such other duties as required by the President.

Treasurer. The Treasurer shall receive and deposit in the appropriate Bank Accounts all moneys of the Association and shall disburse such funds as directed by resolution of the Board of Directors; shall cosign all checks and Promissory Notes of the Association; keep proper books of the account which shall be kept as per instructions of the President; cause an annual audit of the Association books to be made by Public Accountants by the completion of each fiscal year; and shall prepare an annual budget and a Statement of Income and Expenditures to be presented to the membership at its/ regular annual/monthly meeting.

Board Representatives. Will assist with any and all functions pertaining to the Association and Chair needed committees.

Duties. It shall be the duty of all of the Officers/Directors to:

A. Cause to be kept a complete record of all its acts and corporate affairs, and to present a statement thereof to the members at the annula meetings of the members, or at any special meeting when such statement is requested in writing by one-fourth (1/4) of the members who are entitled to vote;

B. Supervise all agents and employees of this Association and to see that their duties are properly performed;

C. Fix the amount of the annual assessment of the Association at least thirty (30) days in advance of each annual assessment period;

D. Send written notice of each assessment to every owner subject thereto at least thirty (30) days in advance of each annual assessment period;

E. Create and establish voluntary clubs open to members of the Association and take any and all necessary actions in connection therewith;

F. Procure and maintain adequate liability and hazard insurance on any property owned by the Association.

G. Cause all Officers or employees having fiscal responsibilities to be bonded, as it may deem appropriate.

H. To request the appropriations of funds from Timberwood Development Company as the Board shall deem appropriate for the benefit of all members of the Association; and within the confines of these Bylaws, the Articles of Incorporation of the Association, and the codes, covenants and restrictions (ccr's) affecting the property comprising Timberwood Park Subdivision, the Officer/Board Representatives shall be authorized to take such actions for the expenditure of funds of the Association on such projects as shall qualify within the parameters contained therein for the benefit of all Property Owners in said Subdivision.

Article VIII. Books and Records

The books, records, and papers of the Association shall at all times during reasonable business hours, be subject to inspection by any member. The Articles of Incorporation and the Bylaws of the Association shall be available for inspection by any member at the principal office of the Association, where copies may be purchased at reasonable cost.

Article IX., Article X., Article XI., Article XII., Article XIII

Article IX. Assessment and Dues

Assessment. Each member is obligated to pay to the Association annual assessments as established from time to time by the Officers/Directors.

Any person may be entitled to become a member of the Association upon payment of the assessment and shall pay to the Association such assessment beginning the first day of the month following receipt of notice that such assessment is due, or any other date set by the Board.

A member who wishes to resign from membership in the Association shall submit their resignation in writing to a member of the Board of Directors, and such resignation shall become effective upon the expiration of thirty (30) days from the date of the receipt of the written resignation and upon the payment of any amounts then due from such member.

The assessments levied by the Officer/Board Representatives for membership in the Association are intended to generate funds to the expended for the general benefit of all property owners in Timberwood Park Subdivision.

In addition to the assessments authorized above, the Board of Directors may levy, in any year, a special assessment applicable to that year only, for the purpose of defraying in whole or in part, additional expenses as may be incurred or needed by the Association, provided that any such assessment shall have the assent of two-thirds (2/3) of the votes of all members of the Association.

No member may waive or otherwise escape liability for the assessments provided for herein by non-use of the common area or of his/her lot.

Any dues or special assessments not paid within the ten (10) days after receipt of notice of delinquency shall result in the suspension of such member's membership in the Association. He/She shall have no further rights or privileges to participate in the functions of the Association until all delinquencies are paid in full.

Article X. Corporate Seal

The Association shall have a seal in circular form having withn its circumference the words:

Timberwood Park Property Owners' Association

Article XI. Amendments

These Bylaws may be amended at a regular or special meeting of the members, by a vote of two-thirds (2/3) in the majority of a quorum of members present in person or by proxy. In the case of any conflicts between the Articles of Incorporation and these Bylaws, the Articles of Incorporation shall control. Any Amendment to the Bylaws will require presenting the Amendment to the Secretary to be presented to the Board and General Membership at the next meeting; to then be voted on at the following meeting.

Article XII. Committees

The Association shall appoint an Architectural Control Committee, a Deed Restriction Control Committee, and a Crime Watch Committee. In addition, the President shall appoint other committees as deemed appropriate in carrying out the purpose of the Association.

Article XIII. Miscellaneous

Robert's Rules of Order, except as provided in these Bylaws, shall be the standard for Parliamentary Law in the absence of a rule governing.

Amended 1997