Section 1. The West Beach Road Association shall be governed by a Board of Directors and by an Executive committee that consists of a President, Vice President, a Secretary and a Treasurer, each of whom shall be elected by the membership.

Section 2. Election and Term of Office. The officers of the association shall be elected at the annual meeting of the membership. Each officer shall hold office until his or her term of office expires, unless he or she resigns or is removed. Any officer may be reelected to that office at succeeding annual meetings.

Section 3. Removal. Any officer may be removed from office by a special meeting called for that purpose, or the Annual Meeting, and upon the consenting vote of the majority of the membership eligible to vote on the election of directors.

Section 4. Vacancies. A vacancy in any office, except that of the President, because of death, resignation, removal, disqualification or otherwise, shall be filled by the Board for the unexpired portion of the term. The exceptions to this will be that the Vice President shall assume the title and duties of the President, in case that office is vacated, and the Board shall appoint a Vice President. Directors who are replaced by Board action shall be appointed only until the next annual meeting when the membership shall vote to fill the full unexpired term of that directorship.

Section 5. President. The President shall be the principle executive officer of the association and, subject to the Board's control, shall supervise and control all of the business and affairs of the association. When present, he or she shall preside over membership meetings and over all Board meetings. With the Secretary or other officer of the association, sign deeds, mortgages, bonds, contracts, or other instruments that the Board has authorized to be executed, except when the signing and execution thereof has been expressly delegated by the Board or by these Bylaws to some other officer or agent of the association or is required by law to be otherwise signed or executed by some other officer or in some other manner. In general, he or she shall perform all duties incident to the office of President and such other duties as may be prescribed by the Board from time to time.

Section 6. Vice President. In the absence of the President or in the event of his or her death, inability or refusal to act, the Vice President shall perform the duties of the President, and when so acting, shall have all the power of and be subject to all the restrictions upon the President. The Vice President shall perform such duties as from time to time may be assigned to him or her by the President or by the Board.

Section 7. Secretary. The Secretary shall: (a) keep the minutes of membership and Board meetings in one or more books provided for that purpose; (b) see that all notices are duly given in accordance with these Bylaws or as required by law; (c) be the custodian of the association records and of the seal of the association and see that the seal of the association is affixed to all documents, the execution of which on behalf of the association under its seal is duly authorized; (d) keep a register of the post office address of each member as furnished to the Secretary by each member; (e) sign with the President, or Vice President, certificates for membership in the association, the issuance of which has been authorized by the resolution of the Board; and (f) in general perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him or her by the President or by the Board.

Section 8. Treasurer. If required by the Board, the Treasurer shall give a bond for the faithful discharge of his or her duties in such sum and with such surety or sureties as the Board shall determine. He or she shall have charge and custody of and be responsible for all funds and securities of the association; receive and give receipts for moneys due and payable to the association from any source whatsoever, and deposit all such moneys in the name of the association in such banks, trust companies or other depositories as shall be selected in accordance with the provisions of these Bylaws and in general perform all of the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him or her by the President or by the Board. If bond is required, then the cost of said bond shall be paid by the Association. The treasurer will submit a financial report at the annual meeting. This report will be audited by the Directors of the Association prior to submission.

Section 9. Salaries. The salaries, if any, of the officers shall be fixed from time to time by the Board, and no officer shall be prevented from receiving such salary by reason of the fact that he or she is also a director of the association.

Section 10. Other Officers. In addition to the officers and directors, there may be the need from time to time for other officers to assume responsibility for specific functions, events, activities or duties. Such specific officers shall be designated as chairpersons and shall be appointed by the President. Such appointments made by the President are for his or her convenience and may be dissolved by him or her at any time.

Section 11. Nominating Committee. At least two months prior to the annual meeting, the President may elect to appoint a chairperson and at least two other members to a nominating committee whose duties shall be to prepare a list of potential officers and directors and to submit such a list to the membership at the annual meeting.