With the approval of the SAPOA Board of Directors, the following officers certify that, to the best of their knowledge and belief, the bylaw amendments adopted on 1/3/98 by the voting membership of SAPOA are accurately presented in this document.
(Original documents signed by)
Sam Mrakovich. President Marydee Countryman, Vice President Don Pridham, Secretary
CONSTITUTION and BYLAWS of
Sunshine Acres Property Owners Association, Incorporated
(Adopted 10/27/80 and 2/27/93. Amended 7/17/93, 7/9/94 and 1/3/98.)
TABLE OF CONTENTS
· CHAPTER I Organization Name
· CHAPTER II Objectives
· CHAPTER III Constitution
· ARTICLE I Membership
· ARTICLE II Membership Voting Rights
· ARTICLE III Membership Dues and Fees
· ARICLE IV Elections
· ARTICLE V Recall of Officers
· ARTICLE VI Officers, The Board of Directors, Committees
· ARTICLE VII Duties of Officer and Board Members
· ARTICLE VIII Meetings
· ARTICLE IX Association Address
· ARTICLE X Association Property
· ARTICLE XI Insurance, Liability, Property and General Finances
· ARTICLE XII Parliamentary Authority
· ARTICLE XIII Amendments
· ARTICLE XIV Mediation and Arbitration
· ARTICLE XV Invalidation
CHAPTER I - Organization Name
Section 1. The name of the organization shall be Sunshine Acres Property Owners Association, in accordance with the Articles of Incorporation dated October 28, 1980, as filed with the State of Washington's Secretary of State, hereinafter referred to as the "Association".
CHAPTER II - Objectives
Section 1. The Association's purposes are:
a. To maintain and preserve without profit the betterment of the area near Sequim, Washington known as Sunshine Acres.
b. To preserve the character of Sunshine Acres as a private residential and recreational area in accordance with the provisions of the Sunshine Acres Deeds of Trust and in accordance with provisions of FINDINGS OF FACT AND CONCLUSIONS OF LAW rendered by Judge Grant S. Meiner in Clallam County. Reference Cause Number 90-2-00443-3 dated December 20, 1991.
Section 2. Limitations
Use of Association property is to be solely limited to property owners and their guests and shall be at their own risk.
CHAPTER III - Constitution
Section 1. The AMENDMENT to the Protective Covenants of Plats One, Two, Three, Four, Five and the Industrial Plat of Sunshine Acres dated July 23, 1985 states:
"All property owners shall be members of the Sunshine Acres Property Owners Association, a non- Profit Corporation organized October 28, 1980. All property owners shall maintain current membership therein and hereby agree that Sunshine Acres Property Owners Association shall be the sole representative in all community matters."
Paragraph (13) of the Declaration of Protective Covenants for the Sixth and Seventh Plats of Sunshine Acres dated June 30, 1989 states:
"There is in existence a community organization known as SUNSHINE ACRES PROPERTY OWNERS ASSOCIATION. It was voluntarily formed by the lot owners in the various plats/divisions of Sunshine Acres. Said Association is a non-profit corporation, organized October 23, 1980. Membership in this Association is mandatory for all property owners in the development. Annual dues are collected by a treasurer, who is a lot owner and not affiliated with the developer. All property owners shall maintain current membership therein and said Association shall be the sole representative in all community matters. "
The Association recognizes that the Diamond Point Airport Association has trusteeship of the airport property, taxiways and taxiway easements on behalf of Sunshine Acres property owners.
Section 2. The Sunshine Acres Property Owners Association is hereby established to pursue the objectives stated in Chapter II. All activities carried out by the Association shall be for the furtherance of these objectives. This constitution empowers the members of the Association to elect a Board of Directors to conduct the business of the Association and provide guidance for the operation of the Association..
Section 3. All powers not expressly assigned to the Board of Directors and the Officers are retained by the members of the Association.
Section 4. The Association is empowered to establish conditions and classes of membership, assess dues and/or fees, promulgate rules, carry on the business of the Association in accordance with the Articles of Incorporation and in pursuit of the objectives above.
Section 5. The objectives shall be accomplished in accordance with RCW Title 24, Washington Act governing
Non-profit Corporations and Associations Incorporated, and Bylaws established by the members.
ARTICLE I
Membership
All purchasers of property, both developed and undeveloped, in Sunshine Acres are required to be members of the Association and maintain current membership therein. Lot owners in Plats 1, 2, 3, 4, 5 and Industrial are so required by the 1985 Covenant amendment. Lot owners in Plats 6 and 7 are so required by their respective covenants.
Section 1. The Association levies an annual membership fee on all property owners. (See Article III, Sections 1 and 2).
Section 2. Each member is entitled to one vote for each lot of aggregate of lots owned. When more than one person holds a financial interest in any lot or aggregate of lots all such persons are eligible for membership. The vote for multiple owners of a lot or aggregate of lots shall be exercised as the owners determine, but in no event shall more than one vote be cast with respect to any lot or aggregate of lots; nor shall any individual owner cast more than one vote. Delinquent members are not entitled to vote. (See Article III, Section 2.)
Section 3. Any current paid-up membership passes automatically to a subsequent purchaser of that property. However, if a member sells one or more of a multiple of lots, but retains at least one lot, this member retains membership and the purchaser of the lots is required to pay membership fees.
Section 4. When the bylaws require that voting occur by a mail-in ballot, a ballot shall be sent prepaid by first class U.S. mail to the mailing address of each voting member or to any other mailing address designated in writing by the voting member. Twenty-nine percent (29%) of the voting members must return their ballots within thirty (30) days of its postmarked date to establish a quorum. Unless otherwise specified in the Bylaws, the issue(s) shall be approved providing that a simple majority of these ballots agree with the proposed action. The risk of a ballot not reaching the Association in time to be counted lies with the voting member, not the Association.
Section 5. Each member is obligated to keep the Association apprised of his/her current mailing address. Section 6. Under no circumstances will proxy votes be allowed.
ARTICLE II
Membership Voting Rights
Section 1. Membership dues and fees shall be determined by the Board and ratified via a mail-in ballot as described in Article I, Section 4.
Section 2. The annual membership dues shall be payable September 1st and cover the period through the following August 31st. Members will be reminded in a newsletter when dues are payable and will be granted a forty five day grace period. Any member not paying dues by October 15 will be delinquent and ineligible to vote.
Section 3. Membership dues and fees are based on the intended use of the Sunshine Acres Property Owners Association facilities as residential and recreational areas. Any functions which would increase cost of insurance, maintenance, etc., in the judgment of the Board, shall be the responsibility of the person(s) generating those added costs.
ARTICLE III
Membership Dues and Fees
Section 1. Membership dues and fees shall be determined by the Board and ratified via a mail-in ballot as described in Article II, Section 4.
Section 2. The annual membership dues shall be payable September 1st and cover the period through the following August 31st. Members will be reminded in a newsletter when dues are payable and will be granted a forty five day grace period. Any member not paying dues by October 15 will be delinquent and ineligible to vote.
Section 3. Membership dues and fees are based on the intended use of the Sunshine Acres Property Owners Association facilities as residential and recreational areas. Any functions which would increase cost of insurance, maintenance, etc., in the judgment of the Board, shall be the responsibility of the person(s) generating those added costs.
ARTICLE IV
Elections
Section 1. Prior to the July annual meeting, the Board will appoint a Nominating Committee composed of one Board member as Committee Chairperson and two members at large.
Section 2. This committee shall, at the annual general meeting present a slate of voting members to fill the positions on the Board. Additional nominations for the Board will be solicited from the floor. All nominees shall have been contacted by the Committee and agree to serve if elected.
Section 3. Ballots shall be mailed by the Election Committee to all voting members within ten (10) days after the annual meeting. The Election Committee shall consist of the Association Secretary and at least two (2) voting members at large (not Board appointed). Committee members will elect the chairperson. (See Article VII, Section lb.)
Section 4. Ballot mail-outs shall contain: Instructions, the Ballot prefolded three (3) times to be sealed in the plain inner envelope (stamped "BALLOT") after voting. It will also include the return envelope with the Sunshine Acres Property Owners Association address printed on it as well as the voting members return name and address is required. The return envelope will also be stamped "BALLOT" to insure its unopened delivery to the Election Committee. (See Article VII, Section 3h.)
Section 5. Ballots will be opened and counted the day following the ballot return date. The date, time and place of the ballot count will be clearly stated on the ballot form. The procedure is as follows:
a. The name and address required on the return envelope is checked against the list of qualified voters.
b. The voter is checked off on the list as having voted.
c. The inner envelope containing the ballot is removed from the return envelope.
The return envelopes are kept to be counted for verification of the number of votes cast.
d. The inner envelope is opened and the folded ballot is removed and placed, still folded, into a receptacle.
e. When all inner envelopes have been processed, the folded ballots are taken from the receptacle, unfolded and the votes are counted.
f. The number of total ballots should agree with the number of outer envelopes received. The ballots shall be tabulated with any voting member wishing to observe the count. The candidates securing the highest number of votes shall be declared elected and shall take office at the September Board meeting.
Section 6. In the case of a tie, the decision shall be made between candidates by the flip of a coin. The loser shall be the first alternate for appointment to the Board should a vacancy occur before the next election. All ballots must be held for forty-five (45) days after the election.
ARTICLE V
Recall of Officer(s) Procedure
Section 1. A Recall petition must be signed by a minimum of ten percent (10%) of voting members. When complete, it shall be presented to the Secretary of the Board, who will check it for validity.
Section 2. If valid, the Board shall have a minimum of ten (10) days and a maximum of twenty (20) days to call a special general meeting to provide a hearing if requested by the named member.
Section 3. The Board shall mail a ballot per Article II, Section 4, within ten (10) days of the hearing, or if no hearing was requested by the named member(s), within thirty (30) days of receipt of a valid recall petition. If two- thirds (2/3) of the votes cast favor the recall action, the officer(s) shall immediately be removed from office and his/her position(s) shall be declared vacant until refilled by temporary appointment or election of a new candidate(s). (See Article IV, Section 6.)
ARTICLE VI
Officers, The Board of Directors, Committees
Section 1. The Board of Directors shall consist of seven (7) directors who must be voting members of the Association. A President and Vice-President shall be elected from among the Board at the September meeting of the Board of Directors following the annual general membership meeting. The Board will also appoint a Secretary and Treasurer, who may be an ex-officio member. Officers of the Board will serve one (1) year in those positions. Transition to a seven (7) member Board of Directors shall be as follows:
a. Following the 1992 annual general membership meeting and election for the Board of Directors, the three (3) candidates receiving the highest number of votes shall be declared elected and fill the vacant chairs in that order; highest votes to the longest term.
Section 2. Board members shall serve staggered terms of three (3) years each unless removed from office as provided in Section 3 below, or Article V (Recall). No elected officer or Board member may serve more than two (2) consecutive terms in office.
Section 3. If a Board member, unless excused by the Board, fails to attend three (3) consecutive Board meetings or does not attend fifty percent (50%) of Board meetings in any six (6) month period, the President may request resignation. If such, member does not submit a written resignation; membership may be declared vacant by a vote of not less than two-thirds (2/3) vote of the Board members at a Board meeting.
Section 4. In the event of a vacancy on the Board the remaining members of the Board shall appoint a temporary replacement to serve until the next annual election of Board members which shall occur by mail-in ballot in accordance with procedures set forth in Article II, Section 4.
Section 5. The Board has the authority to act on any and all matters concerning the Association. Proposed obligations of the Association in excess of one-hundred dollars ($100.00) must be approved by the Board before they are incurred. All checks, vouchers or withdrawal slips must bear the signature of ANY TWO (2) of the officers. (See Article XI.)
Section 6. Standing Committees shall be appointed at the discretion of the Board for:
a. Bylaws
b. Budget and Finance
c. Audits
d. Maintenance
e. Election (See Article IV, Section 3.)
f. Social/Recreation Activities
g. Architectural Liaison
h. Beach Road
The chairperson of these committees will report to the Board.
null and void.
