EXHIBIT 3.2
AMENDED AND RESTATED BY-LAWS
OF
BLUEGREEN CORPORATION
(FORMERLY PATTEN CORPORATION)
(As of October 14, 2002)
ARTICLE I
Stockholders
Section 1. Annual Meeting. The annual meeting of the stockholders shall be held within six months after the end
of the corporation's fiscal year on such date, and at such place and time, as may be determined each year by the
board of directors. If in any year the annual meeting is not held within the period specified above, a special
meeting in lieu thereof may be held at a later time and any elections held or business transacted at such meeting
shall have the same force and effect as if held or transacted at the annual meeting.
Section 2. Special Meetings. Special meetings of the stockholders may be called at any time by the president or
by the board of directors and shall be called by the clerk, or in case of the death, absence, incapacity or refusal
of the clerk, by any other officer, upon written application of one or more stockholders who hold at least 25% in
interest of the capital stock entitled to vote thereat. Such application shall specify the purposes for which the
meeting is to be called and may designate the date, hour and place of such meeting, provided, however, that no
such application shall designate a date not a full business day or an hour not within normal business hours as the
date or hour of such meeting without the approval of the president or the board of directors.
Section 3. Place of Meetings. Meetings of the stockholders may be held any where within, but not without, the
United States.
Section 4. Notice. Except as hereinafter provided, a written or printed notice of every meeting of stockholders
stating the place, date, hour and purposes thereof shall be given by the clerk or an assistant clerk (or by any other
officer in the case of an annual meeting or by the person or persons calling the meeting in the case of a special
meeting) at least seven (7) days before the meeting to each stockholder entitled to vo