BY-LAWS OF SUNNYBROOK ESTATES …

1 BY-LAWSOFSUNNYBROOK ESTATES HOMEOWNERS association , I The name of the corporation is SUNNYBROOK ESTATES HOMEOWNERSASSOCIATION, INC., hereinafter referred to as the " association ". The principal office of thecorporation shall be located at 4601 Six Forks Road, Suite 400, Raleigh, North Carolina 27609, butthe meetings of Members and directors may be held at such places within the State of NorthCarolina, County of Wake as may be designated by the Board of IIDEFINITIONSS ection 1. " association " shall mean and refer to SUNNYBROOK ESTATESHOMEOWNERS association , INC.

2 , its successors and 2. "Common Area" shall mean all property owned by the association , or such otherproperty which the association may hold subject to the provisions of the Declarations. CommonAreas shall be defined and bounded on the plat(s) as "Common Areas", "Open Space", CommonOpen Space or Private Drainage Easements . Common Areas in each phase shall be conveyedto the association in accordance with Article III, Section 3 prior to deeding the first Lot in the Areas shall specifically include but shall not be limited to: (a) all water lines and sewerlines which serve the Properties that are located outside of any public street right-of-way or any Cityof Raleigh utility easement (excluding those lines serving a single Lot).

3 And (b) all StormwaterControl Measures, including storm drainage pipes and any detention pond, which serve the-2-Properties that are located out of any public street right-of-way, (excluding those pipes serving asingle Lot); and (c) open space identified on recording 3. "Common Expense" shall mean and include:(a)All sums lawfully assessed by the association against its Members;(b)Expenses of the COMMON AREA and administration, maintenance,repair, improvement, reconstruction or replacement of the Common Areas;(c)Expenses declared to be COMMON EXPENSES by the provisionsof this Declaration or the BY-LAWS ;(d)Hazard, liability, or such other insurance premiums as the Declarationor the BY-LAWS may require the association to purchase.

4 (e)Ad valorem taxes and public assessment charges lawfully leviedagainst Common Areas owned in fee simple by the association ;(f)Expenses agreed by the Members to be COMMON EXPENSES ofthe association ;(g)Utilities used in connection with the Common Areas.(h)Fees for services engaged by the 4. "Declarant" shall mean and refer to SUNNYBROOK Associates, LLC, North Carolinalimited liability company, its successors and assigns if such successors or assigns should acquiremore than one undeveloped Lot from the Declarant for the purpose of development. Section 5. "Declaration" shall mean and refer to the Declaration of Covenants, Conditionsand Restrictions for SUNNYBROOK ESTATES Subdivision applicable to the Properties recorded in theOffice of the Register of Deeds, Wake County, North 6.

5 "Lot" shall mean and refer to any plot of land shown upon any recordedsubdivision map of the properties, with the exception of the Common Area. Section 7. "Member" shall mean and refer to those persons entitled to membership asprovided in the 8. "Owner" shall mean and refer to the record owner, whether one or more personsor entities, of the fee simple title to any Lot which is a part of the Properties, including contractsellers, but excluding those having such interest merely as security for the performance of 9. "Properties" shall mean and refer to that certain real property described in theDeclaration of Covenants, Conditions and Restrictions for SUNNYBROOK ESTATES IIIMEETING OF MEMBERSS ection 1.

6 Annual Meetings. The first annual meeting of the Members shall be within one(1) year from the date of incorporation of the association and each subsequent regular annualmeeting of the Members shall be held on the same day of the same month of each year hereafter, atthe hour of 8 o'clock, If the day for the annual meeting of the Members is a legal holiday, themeeting will be held at the same hour on the first day following which is not a legal 2. Special Meetings. Special meetings of the Members may be called at any timeby the President or by the Board of Directors, or upon written request of the Members who areentitled to vote one-fourth (1/4) of all of the votes of the Class A 3.

7 Notice of Meetings. Unless otherwise specified in the Declaration, Articles ofIncorporation or BY-LAWS , written notice of each meeting of the Members shall be given by, or atthe direction of, the secretary or person authorized to call the meeting, by mailing a copy of such-4-notice, postage prepaid, at least fifteen (15) days before such meeting to each Member entitled tovote thereat, addressed to the Member's address last appearing on the books of the association , orsupplied by such Member to the association for the purpose of notice. Such notice shall specify theplace, day and hour of the meeting, and, in the case of a special meeting, the purpose of the 4.

8 Quorum. Unless otherwise specified in the Declaration, Articles of Incorporationor BY-LAWS , the presence at the meeting of Members entitled to cast, or of proxies entitled to cast,one-tenth (1/10) of the votes of each class of membership shall constitute a quorum. If, however,such quorum shall not be present or represented at any meeting, the Members entitled to vote thereatshall by majority vote of those present in person or by proxy have power to adjourn the meetingfrom time to time, without notice other than announcement at the meeting. The quorum requirementof the next meeting shall be one-half of the quorum requirement applicable to the meeting adjournedfor lack of a quorum.

9 This provision shall continue to reduce the quorum by fifty per cent from thatrequired at the previous meeting, as previously reduced, until such time as a quorum is present. Section 5. Proxies. At all meetings of Members, each Member may vote in person or byproxy. All proxies shall be in writing dated and filed with the secretary. Every proxy shall berevocable and shall automatically cease upon conveyance by the Member of his Lot. Unless ashorter period is specified, no proxy can exceed eleven months after its date. ARTICLE IVBOARD OF DIRECTORS: SELECTION: TERM OF OFFICES ection 1.

10 Number. The affairs of this association shall be managed by a Board of three(3) directors, who need not be Members of the 2. Term of Office. At the first annual meeting the Members shall elect three (3)directors for a term of one (1) year. Said directors shall remain in office until their successors havebeen duly elected and 3. Removal. Any director may be removed from the Board, with or without cause,by a majority vote of the Members of the association . In the event of death, resignation or removalof a director, his successor shall be selected by the remaining Members of the Board and shall servefor the unexpired term of his 4.