ARTICLE VIII

NOMINATION OF DIRECTORS

Nomination for election to the Board shall be made by a Nominating Committee. Nominations may also be made from the floor at the annual meeting or special meeting as the case may be. The Nominating Committee shall consist of a Chairman, who shall be a member of the Board, and two or more Members of the Association. The Nominating Committee shall be appointed by the Board prior to each annual meeting to serve until the close of such annual meeting. The Nominating Committee shall make as many nominations for election to the Board as it shall in its discretion determine, but not less than the number of vacancies that are to be filled. Such nominations may be made from among Members or non-Members.

ARTICLE IX

MEETING OF DIRECTORS

9.01. Place of Meeting. Regular and special meetings of the Board shall be held monthly at any place on the vessel which has been designated from time to time by resolution of the Board or by written consent of all members of the Board; provided, however, such meetings may be held other than on the vessel, but as close to the vessel as reasonably possible, if the Board determines by resolution, or by such written consent, that a different meeting place is required or appropriate than exists on the vessel.

9.02. Organization Meeting. Immediately following each annual meeting of Members, the Board shall hold a regular meeting for the purpose of organization, election of officers, and the transaction of other business.

9.03. Other Regular Meetings. Other regular meetings of the Board shall be held at least once every month at such time as may be fixed from time to time by resolution of the Board; provided, however, such meetings may be held less frequently than monthly (but not less frequently than every six months) if the Board determines by resolution that the business to be transacted by the Board does not justify monthly meetings. Should said meeting fall upon a legal holiday, then that meeting shall be held at the same time on the next day thereafter ensuing which is not a legal holiday.

Notice of the time and place of any regular meeting and the meeting provided for in Section 9.02 shall be posted at a prominent place or places within any of the Common Area not less than ninety-six hours prior to the scheduled time of the meeting. Written notice of regular meetings, specifying the time and place of the meeting, shall be mailed or delivered personally to each director, charges prepaid, addressed to him at his address as it is shown upon the records of the Association, or if it is not so shown upon said records or is not readily ascertainable, at the place in which the meetings of the directors are regularly held. If such notice is mailed, it shall be deposited in the United States mail at least six days prior to the time of the holding of the meeting. If such notice is delivered personally or by telegraph, it shall be delivered personally or to the telegraph company at least ninety-six hours prior to the time of the holding of the meeting.

9.04. Special Meetings. Special meetings of the Board for any purpose or purposes may be called at any time by the President of the Association, or by any two directors other than the President.

Notice of the time and place of any special meeting and the nature of any special business to be considered shall-be posted at a prominent place or places within any of the Common Area not less than seventy-two hours prior to the scheduled time of the meeting. Written notice of special meetings, specifying the time and place of the meeting and the nature of any special business to be considered, shall be mailed or delivered personally to each director, charges prepaid, addressed to him at his address as it is shown upon the records of the Association, or if it is not so shown upon said records or is not readily ascertainable, at the place in which the meetings of the directors are regularly held. If such notice is mailed, it shall be deposited in the United States mail at least four days prior to the time of the holding of the meeting. If such notice is delivered personally or by telegraph, it shall be delivered personally or to the telegraph company at least seventy-two hours prior to the time of the holding of the meeting.

9.05. Adjournment. A majority of the directors present, whether or not constituting an aurum, may adjourn any meeting to another time and, subject to Section 9.O1, place. If the meeting is adjourned for more than twenty-four hours, notice of any adjournment to another time or place shall be given prior to the time of the adjourned meeting to the directors who were not present at the time of the adjournment.

9.06. Waiver of Notice; Consent. The transaction of any meeting of the Board, however called and noticed or wherever held, shall be as valid as though had at a meeting duly held after regular call and notice, if a quorum be present, and if, either before or after the meeting, each of the directors not present signs a written waiver of notice or a consent to the holding of such meeting or an approval of the minutes thereof. All such waivers, consents or approvals shall be filed with the corporate records or made a part of the minutes of the meeting. Notice of a meeting shall also be deemed given to any director who attends the meeting without protesting, prior thereto or at its commencement, the lack of notice to that director.

9.07. Quorum. A majority of the authorized number of directors shall constitute a quorum for the transaction of business, except to adjourn as provided in Section 9.05. Every act or decision done or made by a majority of the directors present at a meeting duly held at which a quorum is present shall be regarded as the act of the Board.

9.08. Action Without Meeting. Any action required or permitted to be taken by the Board may be taken without a meeting if all members of the Board shall individually or collectively consent in writing to such action. Such written consent or consents shall be filed with the minutes of the proceedings of the Board. Such action by written consent shall have the same force and effect as a unanimous vote of such directors. If the Board resolves to take any action by unanimous written consent, an explanation of the action taken shall be posted in a prominent place or places within any of the Common Area no later than three days after the unanimous written consent or consents of all the members of the Board have been obtained.

9.09. Membership Attendance at Board Meetings. Regular and special meetings of the Board shall be open to all Members; provided, however, Members who are not directors may not participate in any deliberation or discussion unless expressly so authorized by the vote of a majority of a aurum of the Board; provided further, however, that the Board may, upon the majority vote of a quorum of the directors, adjourn a regular or special meeting and reconvene said meeting in executive session (at which session Members, other than those on the Board, shall not have the right to be present) to discuss and vote upon personnel matters, pending or threatened litigation in which the Association is or may become involved, or other matters of a similar nature. The nature of any and all business to be considered in executive session shall first be announced in open session.

ARTICLE X

POWERS AND DUTIES OF THE BOARD OF DIRECTORS

lO.Ol. Powers. Subject to the terms and provisions of the Articles, the Declaration, these Bylaws and the laws of  St. Vincent & The Grenadines as to action required to be authorized or approved by the Members and subject to the duties of directors as prescribed by these Bylaws, all corporate powers shall be exercised by or under the authority of the Association and the business and affairs of the Association shall be controlled by the Board. Without prejudice to such general powers, but subject to the matters set forth in the preceding sentence, the Board is vested with and shall have the following powers:

(a) To select, appoint and remove all officers, agents and employees of the Association, prescribe such powers and-duties for them as may not be inconsistent with law, the Articles, the Declaration or these Bylaws, fix their compensation and at the discretion of the directors require from them security for faithful service.

(b) To adopt and publish Association Rules which may, among other matters, govern the use of the Common Area and any Association Property and facilities and improvements thereon or thereto, the personal conduct of the Members and their guests and delegates thereon, and which rules may establish penalties for the infraction thereof.

(c) To conduct, manage, and control the affairs and business of the Association.

(d) To establish and change the principal office for the transaction of the business of the Association from one location to another within the Property or such other place which is as close thereto as possible.

(e) To adopt, make, and use a corporate seal and to alter the form of such seal from time to time as in their judgment they deem best; provided such seal shall at all times comply with the provisions of law.

(f) To borrow money and incur indebtedness for the purposes of the Association, and to cause to be executed and delivered, in the Association's name, promissory notes, bonds, debentures, deeds of trust, mortgages, pledges, hypothecations or other evidence of debt and securities therefore.

[This is an appropriate place to record loan arrangements with Frank, et al]

(g) To maintain and otherwise manage, or cause to be managed, all Common Area, any Association Property and any Maintenance Area.

(h) To pay taxes and special assessments which are or could become a lien on any of the Common Area, any Association Property or any other property acquired by the Association unless separately assessed to the Owners.

(i) Where appropriate, to pay for reconstruction of any portion or portions of Common Area or any Association Property damaged or destroyed which are to be rebuilt.

(j) To grant easements where necessary for utilities and sewer facilities over Common Area or any Association Property.

(k) To exercise all other powers granted to the Association or Board by the Declaration, the Articles or these Bylaws, or the laws of St. Vincent & The Grenadines.

10.02. Duties. It shall be the duty of the Board:

(a) To cause to be kept a complete record of all of its acts and corporate affairs.

(b) To supervise all officers, agents and employees of the Association, and to see that their duties are properly performed.

(c) As more fully provided in the Declaration, to:

(i) Fix the amount of the Regular Assessments against each Unit at least sixty days in advance of each Assessment Period;

(ii) Prepare a roster of the Units within the Property and Assessments applicable thereto which shall be kept in the office of the Association and shall be open to inspection by any Owner during normal business hours; and

(iii) Send written notice of each Assessment to every Owner subject thereto at least sixty days in advance of each annual Assessment Period.

(d) To issue to any Owner upon demand a certificate in writing signed by an officer or authorized agent of the Association setting forth whether said Assessments or any portion thereof have been paid. A reasonable charge may be made by the Board for the issuance of any such certificate. Such certificate shall be conclusive evidence of payment of any Assessments stated to have been paid.

(e) To contract and pay premiums for fire, casualty, liability and other insurance, including indemnity and other bonds.

(f) To cause all officers or employees having fiscal responsibilities to be bonded, as it may deem appropriate.

(g) Subject to the terms and provisions of the Declaration, to cause all Common Area, any Association Property and all facilities and improvements thereon and thereto and all other property of the Association to be maintained and managed.

(h) To cause to be maintained such Maintenance Areas as may be established from time to time as provided in the Declaration or in any Supplementary Declaration.

(i) To review a current reconciliation of the Association's operating accounts on at least a quarterly basis.

(j) To review a current reconciliation of the Association's reserve accounts on at least a quarterly basis.

(k) To review, on at least a quarterly basis, the current year's actual reserve revenues and expenses compared to the current year's budget.

(1) To review, on at least a quarterly basis, the latest account statements prepared by the financial institutions where the Association has its operating and reserve accounts.

(m) To review an income and expense statement for the Association's operating and reserve accounts on at least a quarterly basis.

(n) To perform all other duties as may be required of the Association or Board by the Declaration, the Articles, these Bylaws or the laws of St. Vincent & The Grenadines.