BY-LAWS

The name of the Tax District shall be "CANDLEWOOD KNOLLS TAX DISTRICT", hereinafter referred to as the District

The purpose of the District shall be to construct and maintain roads, appoint and employ watchmen or police officers, operate and regulate the community water system, and to do any and all things for the purposes set forth in Section 7-236 (Amended Nov. 3, 2001. See Endorsement No. 1) of the Connecticut General Statutes, without limiting the generality of the forgoing, in that area commonly known as "Candlewood Knolls" and surrounding area as shown on four maps, currently in use by the Assessor of the Town of New Fairfield, Connecticut, bearing the designations "Sheet No. 19", "Sheet No. 20", "Sheet No. 40", and "Sheet No. 45", respectively, and all of which bear the legend " Town of New Fairfield, County of Fairfield, State of Connecticut", by American Air Surveys, Inc., of Pittsburgh, PA., dated November 28, 1962 and Graphic Map Co., Newburgh, New York, dated September 1, 1963. The area to be included in the District is more particularly identified on said tax sheets as follows: Sheet No. 19, Block 4, Lot Nos. 32 and 33, Block 5, Lot Nos. 1 through 24 excluding Lots 23.1 and 23.2, Block 7, Lot No. 11; Sheet No. 20, Block 11, Lot Nos. 1 through 18, Block 12, Lot Nos. 12, 20 and 20A; Sheet No. 40, Blocks 1 through 8 inclusive; Sheet No. 45, Blocks 1 through 6 inclusive. Also included thereon on Sheet No. 40 and Sheet No. 45 of the Candlewood Knolls Development.

The principle place of business, location and address of the District shall be Candlewood Knolls, 21 North Beach Drive, New Fairfield, Connecticut 06812.

Any person who lives, resides or is domiciled within the limits of said District and who is a legal voter of the Town of New Fairfield, Connecticut, or any citizen of the age of eighteen (18) years or more who, jointly or severally, is liable to the District for taxes assessed against him on an assessment of not less than One Thousand Dollars on the last completed Grand List of such district, or who would be so liable if not entitled to an exemption as set forth or referred to in Section 7-6 of the Connecticut General Statutes, or any other person who otherwise is eligible to vote in the tax district pursuant to said Section 7-6, may vote. In case of conflict, those persons entitled to vote within the District shall be governed by the General Statutes of the State of Connecticut pertaining to voting rights as may apply to this District only.

The annual meeting shall be held on the second Saturday of September in each year or earlier date at Candlewood Knolls New Fairfield, Connecticut or at any such other place in the Town of New Fairfield, Connecticut, as may be designated by the Directors. Date and time to be determined by the Board of Directors. At said Annual Meeting, the officers and Directors of the District shall be elected and the voters shall do any and all things permissible or necessary within the limits of Section 7-327 of the Connecticut General Statutes, in particular, but without limiting the generality of the foregoing and the relevant sections of the Connecticut General Statutes, pertaining to the District and the purposes established hereunder.

The Annual Budget Meeting of the Tax District will be on the third Saturday of May. At the Annual Budget meeting, the budget shall be adopted, the tax laid, and the tax rate fixed.

Special meetings of the District may be called as set forth in Connecticut General Statutes Section 7-327 by the President or any three (3) Directors upon application of twenty (20) inhabitants qualified to vote in the District meeting. (Amended Nov. 3, 2001. See Endorsement No. 1.)

Not fewer than fifteen (15) voters of the District shall constitute a quorum for the transaction of business at any meeting of the District.

At all meetings of the District where a quorum is present, the meeting may be adjourned from time to time by a majority of the voters voting on the question.

If fifteen (15) voters are not present at any meeting, the President of the District or, in his absence, the Vice President, may adjourn such meetings from time to time, until at least fifteen (15) voters are present.

No meeting shall be adjourned for more than twenty-one (21) days or less than ten (10) days.

Notice of all annual meetings and all special meetings, and any adjournments thereof, shall be given by posting a notice upon the public sign post within the territorial limits of the District at least ten (10) days before the day of such meeting, signed by the President or any three (3) Directors, which notice shall designate the time and place of such meeting and the business to be transacted thereat.

In addition to the foregoing, and any other notice required by the Connecticut General Statutes, notice of the annual meeting and any special meeting shall be published in a newspaper having circulation within the District at least five (5) days before such meeting, and such notice shall designate the time and place of such meeting and the business to be transacted thereat.

All questions arising in such meetings shall be decided by a majority vote of the qualified voters present and voting. The President shall vote only when there is a tie-vote. Voting at all meetings shall be a viva voce or such other method as a majority vote of the qualified members present and voting shall determine. The within and foregoing shall not limit the rights of any voter pursuant to the Connecticut General Statutes pertaining to voting in a tax district or the requirements of any vote pursuant thereto. Each voter shall have one (1) vote.

There shall be nine (9) members of the Board of Directors, consisting of the following: the President of the District, the Vice-President of the District, the Treasurer of the District, the Clerk of the District, and five other Directors, all of which shall be qualified voters of the District pursuant hereto and the Connecticut General Statutes.

The Board of Directors shall be elected at the annual meeting of the voters of the District, shall take office on the First day of January and serve until each successor has been duly elected and qualified; excepting as hereinafter provided for the office of Clerk.

The Board of Directors shall have the control and general management of the District. The Directors in all cases shall act as a Board and individual directors shall have no power as such unless otherwise provided herein or by the Connecticut General Statutes. They may adopt such rules for the conduct and management of the District, as they may deem proper, not inconsistent with these By-Laws and the laws of the State of Connecticut.

The President shall designate duties upon each of the five (5) Directors and appoint all committees and Boards of the District.

They shall prepare and present to the annual meeting of the voters a proposed slate of officers for the ensuing year.

They shall review the annual budget and prepare comments and recommendations to be transmitted to the annual budget meeting of the District.

The Annual Meeting of the Board of Directors shall be held on the second Saturday of September in each year at Candlewood Knolls, New Fairfield, Connecticut, or at any such other place in the Town of New Fairfield, Connecticut, as may be designated by the Board of Directors, immediately following the Annual Meeting of the Voters.

Special meetings of the Board of Directors may be called by the president or any three (3) Directors upon giving notice as hereinafter provided.

Not fewer than four (4) members of the Board of Directors shall constitute a quorum for transaction of business at any meeting of the Board.

At all meetings of the Board of Directors where a quorum is present, the meeting may be adjourned from time to time by a majority of members present voting on the question.

If four (4) members of the Board of Directors are not present at any meeting, the majority of the Directors present may adjourn the meeting from time to time until four (4) members are present.

No meeting shall be adjourned for a period of more than twenty-one (21) days or less than four (4) days.

Notice and an agenda of business of any meeting of the Board of Directors shall be given by posting a notice upon the public sign post within the territorial limits of the District at least 10 days before the day of such meeting, signed by the President or any three (3) Directors, which notice shall designate the time and place of such meeting. any adjournments thereof shall have written notice mailed to each member not less than three (3) days before the meeting.

All questions arising at such meetings shall be decided by a majority vote of the Directors present and voting. The President shall vote only to dissolve a tie. Each director shall have one (1) vote. Voting at all meetings shall be a viva voce or such other method as a majority vote of the Directors present and voting shall determine.

Any vacancy in the Board of Directors may be filled by the majority of the remaining Directors then in office. Vacancies shall be filled only for the unexpired portion of the term and until a successor has been duly elected and qualified.

The Officers of the District shall be:
1. President
2. Vice President
3.Clerk
4. Treasurer

The Officers of the District shall be elected at the annual meeting of the Voters of the District, shall take office on the first day of January following the annual meeting and shall hold office until the 31st of December of the same year, or until their successors have been duly elected and qualified. Voting, election and qualification shall be in accordance with Article II hereof, and the relevant sections of the Connecticut General Statutes.

The President of the District shall be a member of the Board of Directors and the Chief Executive Officer thereof. He shall preside at all meetings of the Voters of the District. At all meetings at which he presides, he shall vote only to dissolve a tie-vote.

He shall designate the duties devolving upon each of the five (5) Directors. He, or his designee shall approve all bills for payment and shall countersign all check draw by the Treasurer. He shall, ex officio, be a member of all committees and Boards of the District.

He shall cause to be called regular and special meetings of the Voters or the Board of Directors in accordance with these By-Laws and the General Statutes of the State of Connecticut.

He shall appoint, remove, employ, discharge, and fix the compensation of all employees of the District, other than the duly appointed officers and Directors, subject to and upon approval of the Board of Directors.

He shall sign and make all contracts and agreements in the name of the District, subject to and upon approval of the Board of Directors.

He shall have general direction and management of the affairs of the District.

He shall do any and all things required by the General Statutes of the State of Connecticut.

The Vice-President of the District shall be a member of the Board of Directors. He shall have all the authority, power, and duties of the President whenever the President vacates his office, is absent or from any cause is unable to perform his duties.

He shall have such other powers and duties as the President shall from time to time delegate according to these By-Laws and the General Statutes of the state of Connecticut.

The Clerk shall be a member of the Board of Directors. He, or his designee, shall keep a record of all the meetings of the Voters and of the Board of Directors. He shall at all times keep a list of the Voters and of the Board of Directors. He shall at all times keep a lest of the Voters (as defined in Article II Section 1 herein) of the District.

He shall give and serve all notices of the District. He shall present to the Board of Directors at their stated meetings all communications addressed to him officially as an officer of the District. He shall have such other duties and powers as the President shall from time to time delegate in accordance with these By-Laws and the General Statutes of the State of Connecticut.

The Treasurer shall have charge of the collection and payment of all monies of the District, including without limitation all annual assessments by the District, under such rules and regulations as shall be prescribed by the Board of Directors. he shall prepare the annual budget which he shall submit to the Board of Directors.

He shall have the care and custody and be responsible for all the funds and securities of the District, and shall deposit all such funds in the name of the District in such bank, banks, savings banks, savings and loan association, or bank and trust company as the Board of Directors may designate. He shall have the power to sign, make and endorse in the name of the District, all checks, drafts, warrants, and orders for the payment of money, which shall be co-signed by the President, or his designee, and pay out and disperse same and receipt therefore, all under the direction of the President and the Board of Directors.

He shall exhibit, at all reasonable times, his books and accounts to any officer, Director or Voter of the District upon application at the office of the District during business hours.

He shall render a statement of the finances of the District at the regular meeting of the Board of Directors, and at such other times as shall be required by the President, Board of Directors, Voters or the General Statutes of the State of Connecticut.

He shall have such other powers and duties as the President shall from time to time delegate in accordance with these By-Laws and the General Statutes of the State of Connecticut.

The Treasurer shall, if required by the Board of Directors, give to the District such security for the faithful discharge of his duties as the Board may direct.

Any vacancy may be filled by the majority of the remaining Board of Directors then in office. Vacancy shall be filled only for the unexpired portion of the term and until a successor has been duly elected and qualified.

Prior to the Annual Budget Meeting of the Voters of the District, the Treasurer shall prepare the annual budget to be proposed by the Officers of the District. The annual budget shall contain in reasonable detail: (1) an itemized statement of all actual receipts from all sources during its last fiscal year; (2) an itemized statement by classification of all actual expenditures during the same year; (3) an itemized estimate of anticipated revenues during the ensuing fiscal year from each source other than from District property taxes and an estimate of the amount which should be raised by District property taxation for each ensuing fiscal year; (4) an itemized estimate of expenditures of the District for such ensuing fiscal year; (5) the amount of revenue surplus or deficit of the District at the beginning of the fiscal year for which estimates are being prepared; and (6) such other information, statements, accounts or estimates as the Board of Directors or the General Statutes of the State of Connecticut may require.

The Board of Directors shall review the budget and make comments and recommendations thereon, all of which shall be transmitted to the Voters at the Annual Meeting for adoption.

Annually, in May, prior to the beginning of the fiscal year, beginning on July 1, there shall be a meeting of the Voters of the District for the purpose of adopting the budget, laying the tax and fixing the tax rate.

Such meeting shall take action upon the budget estimate and recommendations, and may make such specific appropriations as appear advisable, but no appropriation shall be made exceeding in amount that for the same purpose recommended by the Board of Directors, and no appropriation shall be made for any purpose not recommended by the Board of Directors.

The limitations shall be as set forth in the Connecticut General Statutes, specifically Section 7-328, et seq., which provides that no contract or obligation which involves an expenditure in the amount of Ten Thousand Dollars ($10,000) or more in any one (1) year shall be made by the Board of Directors unless the same is specially authorized by a vote of the District, nor shall the Directors borrow money without like authority.

The fiscal year of the Tax District shall be from July 1 of each year through June 30 of the following year.

All funds generated by the Water System user's fees, capital charges or assessments and connection charges of whatever kind and in whatever amount will be allocated to a sub-account of the Tax District. The use of funds in said account shall be limited to those proper purposes set forth in the agreement between Candlewood Knolls Community, Inc. and the Candlewood Knolls Tax District dated 11/12/83.

Tax District meetings shall be conducted in accordance with the parliamentary procedure as set forth in Robert's Rules of Order, Revised and the President of the Tax District shall act as moderator and decide all questions of parliamentary procedure.

The Tax District meetings, both general and special, shall act only on those matters that are specified in the posted notice of said meeting.

Any person eligible to vote in the Tax District meeting, when recognized, may speak to the business before the meeting. Others may be permitted to speak to the business when recognized by majority vote. All speakers shall first identify themselves to the President of the District.

These By-Laws may be altered, amended, repealed or added to by an affirmative vote of the Voters of the District at an annual meeting or at a special meeting called for that purpose, provided that notice pursuant to Article II herein shall have been given, stating the alteration, amendment or changes proposed. Only such changes as have been specified in the notice shall be made.

Insofar as these By-Laws or any amendment thereto limit or conflict with the General Statutes of the State of Connecticut or any amendment, addition, repeal or alteration thereto, said General Statutes and its amendments, addition, repeal or alterations shall govern.

Notwithstanding anything to the contrary in this hold harmless agreement, Candlewood Knolls Tax District shall indemnify and hold harmless its officers, directors, employees, and/or volunteers from all claims, lawsuits, liability, damage or injury whether brought by an individual or other entity, or imposed by a court of law or by administrative action of any federal, state, or local government body, arising out of any acts or omissions on the part of Candlewood Knolls Tax District its officers, directors, employees, and/or volunteers but only if (a) there was no willful misconduct, fraud, bad faith, nor gross negligence on the part of the officers, directors, employees, and/or volunteers, and (b) the actions, behaviors, and/or situation that led to claims, lawsuits, liability, damage or injury (i) were part of the discharge of lawful duties of the officers, directors, employees, and/or volunteers as such, (ii) are civil in nature only, and (iii) are not criminal in any way. This indemnification applies to the payment of all penalties, fines, judgements, awards, settlements, damages, and attorneys’ fees. In no event shall this indemnification cover any entity, person, nor organization employed, hired, or otherwise utilized in exchange for compensation. In any event, the obligations of Candlewood Knolls Tax District under this Indemnification shall be capped at the dollar amount available and paid by Candlewood Knolls Tax District’s insurance policies.

The Tax District will conduct a financial Review by an independent CPA annually and every three years replace it with an Audit by an independent CPA in lieu of a financial Review that year. The Corporation will maintain financial records which will be reviewed by the CKC, Inc. Board on a periodic basis and an annual tax return will be filed and prepared by a CPA. Said Reviews, Audits and returns, after completion of same, will be mailed both to the Board of Directors of the Tax District and the Corporation, and copies of same will be made available for inspection at the office of the Tax District.

CANDLEWOOD KNOLLS TAX DISTRICT
BY-LAWS

ENDORSEMENT NO. 1 TO
JUNE 14, 1997 AMENDED BY-LAWS
EFFECTIVE NOVEMBER 3, 2001

PER THE UNANIMOUS VOTE BY ALL LEGAL VOTERS OF THE CANDLEWOOD KNOLLS TAX DISTRICT ON SATURDAY, NOVEMBER 3, 2001 AT 12:00 NOON AT THE SQUANTZ POND FIREHOUSE, NEW FAIRFIELD, CT, IT IS HEREBY UNDERSTOOD AND AGREED THAT THE FOLLOWING ITEMS HAVE BEEN AMENDED:

1. ARTICLE I, SECTION 2 IS AMENDED TO READ “SECTION 7-326”.

2. ARTICLE II, SECTION 3 TO CONFORM TO THE CONNECTICUT GENERAL STATUTE SECTION 7-327 IS AMENDED TO READ “SPECIAL MEETINGS OF THE TAX DISTRICT MAY BE CALLED AS SET FORTH IN THE CONNECTICUT GENERAL STATUTES SECTION 7-327 UPON: (i) THE APPLICATION OF TWENTY (20) OF THE VOTERS OF THE DISTRICT, OR (ii) BY THE PRESIDENT OR (iii) BY ANY THREE (3) DIRECTORS UPON GIVING NOTICE AS PROVIDED BY THE STATUTE.”

_______________
Jay Becker
PRESIDENT
CANDLEWOOD KNOLLS TAX DISTRICT

CANDLEWOOD KNOLLS TAX DISTRICT
BY-LAWS

ENDORSEMENT NO. 1 TO
NOVEMBER 3, 2001 AMENDED BY-LAWS
EFFECTIVE SEPTEMBER 3, 2017

PER THE UNANIMOUS VOTE BY ALL LEGAL VOTERS OF THE CANDLEWOOD KNOLLS TAX DISTRICT ON SUNDAY, SEPTEMBER 3, 2017 AT 4:00 PM AT THE CANDLEWOOD KNOLLS CLUBHOUSE, NEW FAIRFIELD, CT, IT IS HEREBY UNDERSTOOD AND AGREED THAT THE FOLLOWING ITEMS HAVE BEEN AMENDED:

1. ARTICLE I, SECTION 2 IS AMENDED TO READ “…CONSTRUCT AND MAINTAIN…”.

2. ARTICLE I, SECTION 3 IS AMENDED TO READ “21 NORTH BEACH DRIVE, NEW FAIRFIELD, CT. 06812” TO REFLECT THE CURRENT ADDRESS FOR THE PRINCIPLE PLACE OF BUSINESS

3. ARTICLE V, SECTION 3 IS AMENDED TO READ “…TEN THOUSAND DOLLARS ($10,000)…” TO COMPLY WITH CONNECTICUT GENERAL STATUTES SECTION 7-328

_______________
WAYNE ROBERTS
PRESIDENT
CANDLEWOOD KNOLLS TAX DISTRICT

CANDLEWOOD KNOLLS TAX DISTRICT
BY-LAWS

ENDORSEMENT NO. 1 TO
SEPTEMBER 22, 2017 AMENDED BY-LAWS
EFFECTIVE SEPTEMBER 5, 2021

PER THE VOTE BY ALL LEGAL VOTERS OF THE CANDLEWOOD KNOLLS TAX DISTRICT ON SUNDAY, SEPTEMBER 5, 2021 AT 4:00 PM AT THE CANDLEWOOD KNOLLS CLUBHOUSE, NEW FAIRFIELD, CT, IT IS HEREBY UNDERSTOOD AND AGREED THAT THE FOLLOWING ITEMS HAVE BEEN AMENDED:

1. Added Article IX – Hold Harmless Agreement

_______________
THOMAS LAMONTE
PRESIDENT
CANDLEWOOD KNOLLS TAX DISTRICT

CANDLEWOOD KNOLLS TAX DISTRICT
BY-LAWS

ENDORSEMENT NO. 1 TO
SEPTEMBER 5,2021 AMENDED BY-LAWS
EFFECTIVE EFFECTIVE OCTOBER 9, 2021

PER THE UNANIMOUS VOTE BY ALL LEGAL VOTERS OF THE CANDLEWOOD KNOLLS TAX DISTRICT ON SUNDAY, OCTOBER 9, 2021 AT 4:00 PM AT THE CANDLEWOOD KNOLLS CLUBHOUSE, NEW FAIRFIELD, CT, IT IS HEREBY UNDERSTOOD AND AGREED THAT THE FOLLOWING ITEMS HAVE BEEN AMENDED:

1. Added Article X – Annual Independent Financial Evaluation

_______________
THOMAS LAMONTE
PRESIDENT
CANDLEWOOD KNOLLS TAX DISTRICT

Revised: October 9, 2021

NOTE: Any reference to the masculine gender in these bylaws is also intended to include the feminine gender.