Pollard Brook Unit Owners Association, Inc. ANNUAL MEETING OF OWNERS NOVEMBER 5, 2011

October 2011 Pollard Brook Unit Owners Association, Inc. ANNUAL MEETING OF OWNERS NOVEMBER 5, 2011 Reminder Notice: Our Annual Meeting is scheduled for Saturday, November 5, 2011, 11:00 A.M. at the Lincoln Town Hall Conference Room, 148 Main Street (Route 112 East) in Lincoln, NH (across from Flapjacks Restaurant). If you do not expect to attend the meeting in person, it is vitally important that you mark, sign, date and return the enclosed Proxy/Ballot to reach us no later than November 4, 2011. If you later find that you can be present or for any other reason desire to revoke your Proxy/Ballot, you may do so at any time before the voting commences. This Proxy/Ballot is for two important matters and we must meet the quorum requirement: 1) Election of Director; 2) Adoption of Amended and Restated By-laws. Please complete and return the enclosed Proxy/Ballot to reach us no later than November 4, 2011. ANNUAL MEETING AGENDA I. Call to Order II. Welcome and Introductions III. Approval of 2010 Annual Meeting Minutes IV. Board Report V. Management Reports VI. Board Election VII. Amendment to Association By-laws VIII. Open Discussion - Q & A IX. Election Results X. Adjournment By-Law Revisions Please Vote - Return Enclosed Proxy Ballot Enclosed you will find a Proxy Ballot and Summary of Changes to the By-laws of the Pollard Brook Unit Owners Association. At the annual meeting two years ago one of the commitments the Board made was to undertake revisions to the By-laws to bring them up to date with current New Hampshire law, allow for expansion of the Board, and more closely reflect current and future operating conditions. The original documents were created back in 1989 when the resort was formed by the original developer. These revisions will accomplish several things, most notably: allow expansion of the Board from 3 to 5 members conform to changes in the NH Condominium Act remove old outdated references to the Declarant allow for communications by electronic means to reflect updated technology and the way business is conducted today. This will also help to reduce administrative costs. The Board and management worked with the Law Firm of Gallagher, Callahan and Gartrell in Concord, the leading firm representing condominium and timeshare interests in the state, to draft the changes. Several drafts were reviewed and edited and we are pleased to present these changes to you for approval. NH law requires a 2/3 vote of the owners to approve these changes so it is imperative that you return your ballot immediately. The Board recommends your vote to approve the changes! A summary of the changes, written by Attorney Erik Newman, is included in this mailing, however, you can obtain a full copy of both a red-lined version of the by-laws with changes and/or a final or clean copy of the revised by-laws by going to www.innseason.com and logging in to Owner s Inn. Once logged in, click on your contract (in orange), then the Owners Information Library in the left hand navigation. The by-laws will be posted here as your legal documents. For help logging in, look under This Just Inn on the home page. Inside This Issue Board Candidate Data Scam Alert - By-law Revision Summary Proxy/Ballot

Board Candidate Data *William E. Billy Curran Founder and CEO of InnSeason Resorts. A sales and marketing executive for more than 28 years he is also the founder of Curran Management Services, Inc., a successful family owned marketing business based on Cape Cod. This nationally recognized telemarketing business currently has offices in both Massachusetts and New Hampshire. In addition, he has developed five spectacular resorts in New England that together employed more than 350 people at one time. Objective as Board Member: To work with the board to ensure the long term financial stability of InnSeason Resorts Pollard Brook while maintaining its distinctive level of accommodations and services. Interval Weeks(s) Owned: 1 (red-winter) Address: Kensington, CT Roland Robillard Education: U.S. Navy E-4 Machinist mate, HVAC D-2 License, Radiology Nuclear Medicine Technologist (Associates). Qualifying Experience: Know costs of construction and maintenance work. Have owned timeshares at 3 different resorts. Owned timeshares for 23 years. Objective as Board Member: To improve the timeshare experience, owners exchanging within the system and competing against the Marriott s for quality. CAUTION CAUTION CAUTION Don t be a Victim! We wanted to remind you again about a scam we detailed in a recent mailing. You may have noticed over the last year a tremendous increase in the number of postcard mailings and/or telephone solicitations you may be receiving from so-called timeshare relief companies. They typically operate under a variety of ever-changing names and offer to sell or dispose of your interval. In some cases the caller will make false representations that they work for the resort, they do not. You may initially be given the impression that the call, seminar or webinar is an opportunity to Sell your interval. Instead, you are presented with a compelling opportunity to PAY for relief of your ownership and its maintenance fee obligation. This opportunity can be made to sound very attractive and compelling, however; these companies take your money and leave a trail of false hope, unresolved promises, and possible liability in their wake. So what can you do? PLEASE DO NOT GET CAUGHT UP IN THIS SCAM! Remember, if it sounds too good to be true, it usually is! If you are talking to one of these companies, or thinking of dealing with one of these companies please call your General Manager first! (Joel Bourassa 1-603-745-9900). DON T BE A VICTIM! 2 October 2011

Pollard Brook Unit Owners Association By-law Revisions Summary Prepared by Erik Newman Esquire Gallagher, Callahan and Gartrell Part I Section 7. Changed the requirement for amendment of the By-laws from a majority vote to a two-thirds vote of the membership, as required under Section 34 of the New Hampshire Condominium Act. Also specified that a vote to amend may include votes cast by mail ballot or by proxy. This addition responds to the fact that many owners are unable to physically attend meetings but wish to participate in decisions affecting the condominium, such as a vote to amend the By-laws, and this change would authorize their participation by mail ballot or by proxy. This change is also replicated in: Part II, Section 1; Part II, (New) Section 4; Part IV, Section 4; Part IV, Section 5. Part II Section 1. Changed the number of directors from no fewer than 3, to not more than 5 directors. This change is intended to more broadly reflect the interests of owners, minimize the ability of special interests within the ownership to exercise disproportionate control over the Association s affairs, and increase opportunities for members to participate in Association leadership. Section 2. Deleted Section 2 in its entirety because the period for Declarant control has expired and is no longer relevant. Renumbered the remaining sections of Part II. (New) Section 2. Deleted language pertaining to the period during which the Declarant could appoint directors, as that period has expired. Required elected directors accept appointment in writing delivered to the secretary of the Association. The section was also revised to continue to provide for staggered terms. (New) Section 3. Deleted language pertaining to the period during which the Declarant could appoint directors, as that period has expired. Also included clearer guidance on how the members may elect someone as director to complete the unexpired portion of a term that may arise when a vacancy on the board occurs. The description of when a vacancy on the board is deemed to have occurred was modified to include resignation and removal of a serving director. (New) Section 4. Expanded members authority to remove directors, with or without cause, upon 2/3 vote of total membership. Also expanded the board of directors authority to permit removal of one its members upon unanimous vote of remaining members upon certain egregious breaches of duty, including failure to attend 3 or more consecutive meetings. (New) Section 5. Revised to accommodate action that may require a greater than majority vote under the By-laws or the Condominium Act and authorized action by majority consent in lieu of notice. (New) Section 6. Revised to permit notice of board meetings to be sent via email to directors who expressly authorize electronic communication of notice. This change will reduce the Association s administrative costs and brings practices more in line with the manner in which people presently conduct business. Also revised to authorize directors to conduct meetings by telephone. (New) Section 7. Authorizes the board to delegate responsibility for maintenance of common areas to the Manager, consistent with past practice. Removed requirements of member approval of directors changes to the rules consistent with industry practice. Removed provision authorizing members to change exterior appearance of units upon directors approval. Also removed statement that action with respect to maintenance responsibility must be approved by majority vote of the board, since this is already a requirement under (New) Section 5. Part III Fixed numbering of sections to identify Part III and commence section numbering with Section 1, rather than Section 2, as was previously the case. (New) Section 2(d)(ii) Requires the proposed budget to be approved by November 30th of each year and posted to the Association website within 30 days of adoption by the board. (New) Section 3. Revised to authorize the Secretary to post records of meetings on an Association website. Also authorized electronic transmission of statements requested by owners to minimize administrative costs borne by members. (New) Section 6. Authorized delegation of officer s responsibility to the manager, consistent with past practice. Part IV Section 1. Removed requirement that the Association vote on the operating budget. This is a cumbersome vote to administer by the whole membership and is more efficiently addressed by the board, consistent with industry practice. Also sought to reduce administrative costs incurred in mailing meeting minutes by requiring minutes to be posted to the Association website within 60 days of a meeting, or within 15 days following the board s approval of the minutes, whichever occurs first, as required under New Hampshire law. Included a procedure for owners to submit proposals for new initiatives to be approved at Association meetings. Only proposals that demonstrate prior written support of at least 10% of the membership are eligible for consideration. Members can submit proposals limited to 200 words to the Secretary for publication on the Association website in order to foster discussion and seek the necessary support. Section 3. Modified to permit electronic notice to members who expressly authorize electronic communications and to the extent permitted under the Condominium Act. Section 4. Permits notice of adjourned and rescheduled meeting to be sent electronically to members who have authorized electronic communication. Changed the quorum requirement for a rescheduled meeting to 25% from 10% since 25% is the minimum requirement under the Condominium Act. Section 5. Deleted provision pertaining to Partnership control of the Association since that period of control has expired. Included provisions for administering votes where a membership is comprised of more than one person. Authorized voting by mail ballot or proxy, which can be transmitted to and received from members who have authorized electronic communications, to the extent permitted by the Condominium Act. October 2011 3

PRST FIRST U.S. POSTAGE PAID PERMIT 21 CCP&DF c/o Vacation Resorts International P.O. Box 399 Hyannis, MA 02601 Important Numbers Pollard Brook Unit Owners Association, Inc. and Vacation Resorts International (VRI) Pollard Brook Resort (603) 745-9900 Fax (603) 745-8233 Website www.innseason.com Exchange Information Interval International (800) 828-8200 RCI (877) 874-3334 VRI*ety (888) 203-1044044 Vacation Owner Services / VRI Maintenance Fees (800) 999-7140 Payment Plans (800) 999-7140 Changes/additions to Ownership (800) 999-7140 Email nememberservices@vriresorts.com Central Reservations Information and Assistance (800) 228-2968 Fixed Week Reservation (800) 228-2968 Float Week Reservation (800) 228-2968 Bonus Time (800) 228-2968 Rental Program (800) 228-2968 Deposits with Exchange Company (800) 228-2968 Email innseason@vriresorts.com Still Need Assistance VRI Corporate Services (508) 771-3399 VRI Fax (508) 775-6396 Managed by Vacation Resorts International Perfecting the Art of Hospitality www.vriresorts.com

IF YOU MAY BE UNABLE TO ATTEND THE ANNUAL OWNERS MEETING, please note your preference on this Proxy/Ballot and return it to reach us no later than November 4, 2011. Pollard Brook Unit Owners Association, Inc. Proxy/Ballot This Proxy/Ballot will be voted according to the instructions indicated below. If you own multiple weeks, only one Proxy/Ballot is required. Please indicate unit/week(s) owned below. PROXY: Solicited on Behalf of the Board of Directors for the Annual Meeting of Owners to be held on November 5, 2011. The undersigned hereby appoint(s) (check one only): William Scanzani, Chairperson Other: Only current members of the Unit Owners Association may act as Proxy to act as Proxy with power to vote for and act on behalf of the undersigned on any business that may properly come before the Annual Meeting of the Owners of Pollard Brook Unit Owners Association, Inc. to be held at the Lincoln Town Hall, 148 Main Street (Route 112 East), Lincoln, NH on Saturday, November 5, 2011, 11:00 a.m. or any adjournment thereof. BALLOT: Matter 1: Election of Director Vote for no more than one (1) Director to serve for a three (3) year term. * Indicates Incumbent *William E. Billy Curran Roland Robillard Matter 2: Adoption of Amended and Restated By-laws SUMMARY OF BY-LAW REVISIONS ENCLOSED HEREIN. REVISIONS POSTED ON THE ASSOCIATION WEBSITE Approve the adoption of the Amended and Restated By-laws. Reject the adoption of the Amended and Restated By-laws. Signature: Interval Owner Date: Signature: Interval Co-owner (if applicable) Date: Please Print Name(s) Legibly: Unit/Week Number(s): PLEASE FOLD OVER, SECURE STAMP AND MAIL TO ADDRESS ON REVERSE Thank you for your participation! Please complete and mail in time to reach us no later than November 4, 2011.

-Please Fold Here- PLACE STAMP HERE Please check if new address Pollard Brook Unit Owners Association Proxy/Ballot c/o Vacation Resorts International Post Office Box 399 Hyannis, MA 02601-0399 -Please Fold Here-