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HomeMy WebLinkAbout8011070791 6.60 . 4 . • - Liqn03j D4 SNO113313 ? SOH0038 •`�� R}r .. :1;.1 i` { .jam AEIJ.r 2-1. .t. :'0 i #i„t j'• { PL C• ' dbcitid as 3 O t ARTICLES OF INCORPORATION 'Ei�:) F t. A Vt? SiH£ 00i80038 OF , CANYON OAKSA HOMEOWNERS ASSOCIATION • In compliance with the requirements of Title 24, RCW, relating to non- profit corporations, the undersigned, who is a resident of King County, State of Washington, and who is of full age, has this day formed a corporation, not for profit, and does hereby make, subscribe, execute and adopt, in duplicate, the following Articles of Incorporation and does hereby certify: ARTIC'T F I T1 NAME CD The name of the corporation"is Canyon Oaks Homeowners Association, here- CD .after called the "Association". • OD ARTICT F II INITIAL REGISTERED OFFICE . • The initial registered office of the Association is located at 2100 - 112th Avenue N.E. , Bellevue, WA 98004. ARTIC'.T R III INITIAL REGISTERED Avg P. Edward Dean, Jr. whose address is 2100 - 112th Avenue N.E. , Bellevue, WA 98004, is hereby appointed the initial registered agent of this Association. • ARTIC:T R IV • PURPOSE AND POWERS OF THE ASSOCIATION This Association does not contemplate pecuniary gain or profit to the members thereof, and the specific purposes for which it is formed are to provide for maintenance, preservation, operation and control of certain Properties as defined and described in the Declaration of Covenants, Conditions and Restric- tions• for Canyon Oaks, as recorded under King County Recording No. 80JJ070.790 • (hereinafter called the Declaration) , and to promote the health, safety and welfare of the residents of said Properties, and for these purposes, to: -(a) Exercise all of the powers and privileges and to perform all of the duties and obligations of the 'Association as set forth in the Declaration. Said Declaration is hereby incorporated herein as if set forth at length; (b) Fix, levy, collect and enforce payment by any lawful means, all charges or assessments pursuant to the terms of the Declaration; to pay all expenses in connection therewith and all office and other expenses incident to the conduct of the business of the Association; • (c) Have and exercise any and all powers, rights and privileges which a corporation organized under the Non-Profit Corporation Law of the State of Washington may now or.hereafter have or exercise; and (d) Enter into management contracts as specified in the Declaration. m ARTICTP V CD t�- MEtBERSHIP O Every person or entity who is an Owner, as defined in the Declaration, of CD any Lot shall be 'a member. of the Association. Membership shall be appurtenant op to and may not be separated from ownership of any Lot. All Members shall have rights and duties as specified in the Declaration, these Articles and the Bylaws of the Association and rules and regulations which may be adopted from time to time by the Board of. Directors. Ownership of a Lot shall be the sole qualification for membership. ARTICLE VI VOTING Members shall be entitled to one vote for each Lot owned. When more than one person or entity owns an interest in any Lot, the vote for such Lot shall be exercised as they among themselves determine, but in no event shall more than one vote be cast with respect to any Lot. The voting rights of any Member may be suspended as provided in the Declaration, or the Articles or Bylaws of the Association. Unless otherwise specifically stated in the Articles or Bylaws, voting may be in person or by proxy executed in writing by the Member or by his duly authorized attorney in fact. No proxy shall be valid after. eleven GEL) noiiths from the date of its execution unless otherwise provided in the proxy. Unless otherwise specifically provided, cumulative voting shall, not be allowed. ARTIC"TR VII • DEVELOPER'S RIGHTS Prior to the conveyance,of the Common Areas to the Association, all of the rights, powers and functions of the Association, or the Board of Directors thereof, may, at the Developer's option, be exercised and/or performed by the Developer until the interim Board of Directors is appointed by the Developer as provided in the Declaration. -2- • • • ARTICTE VIII BOARD OF DIRECTORS The affairs of this Association shall first be managed by a board of three • (3) directors, who need not be Members of the Association. The number of direc- tors may be changed by amendment of the Bylaws of the Association; provided, however, there shall not be less than three (3) directors. The names and ad- dresses of the persons who are to act in the capacity of directors until they are removed, resign or until the selection of their successors are: QT CD P. P. Edward Dean, Jr. , 2100 - 112th Avenue N.E. , Bellevue, WA 98004 - CD C. A. Swanson, 2100 - 112th Avenue N.E. , Bellevue, WA 98004 CD Gary L. King ., 2100 - 112th Avenue N.E., Bellevue, WA 98004. aD ARTIcTE IX INCORPORATOR The name and address of the incorporator of this Association is: P. EDWZRD DEAN, JR. 2100 - 112th Avenue N.E. Bellevue, WA 98004 ARTICLE X LOANS TO DIRECTORS AND OFFICERS PROHIBITS) No loans shall be made by the Association to its directors or officers. The directors of the Association who vote for or assent to the making of a loan to a director or officer of the Association and any officer or officers participating in the making of such loan shall be jointly and severally liable to the Associa- tion for the amount of such loan until the repayment thereof. ARTIC'T F XI DURATION • The Association shall exist perpetually, or until dissolved in accordance with Article XIII herein. ARTIC'T E XII AMENDMENTS Amendment of these Articles shall require the approval of Members having not less than seventy-five (75%) per cent of the total votes; provided, how- ever, no material amendment to the Articles of Incorporation shall be made unless thirty (30). days' written notice of said proposed material amendment is given by -3- t . w . the Association to institutional holders of first mortgage liens or equivalent liens who have requested notice thereof in writing. ARTICT E XIII • DISSOLUTION The Association may be dissolved with the approval given in writing and signed by Members having not less than seventy-five (75%) percent of the total votes. Upon dissolution of the Association, the assets, both real and personal ON of the Association, shall be granted, conveyed and assigned to any non-profit CDcorporation, association, trust or other organization to be devoted to purposes • and uses that would most nearly reflect the purposes and uses to which they were O required to be devoted by the Association. ARTICT E XIV CD 00 DEFINITIONS AND INTERPRETATION The terms used in these Articles of Incorporation shall have the same meaning as in the Declaration unless specifically indicated to the contrary. In the case of any conflict between the Articles of Incorporation and the Bylaws, the Articles of Incorporation shall control. In the case of any conflict be- tween the Articles of Incorporation and the Declaration, the Declaration shall control. IN WITNESS WHEREOF, for the purpose of forming this corporation under the laws of the State of Washington, I, the undersigned, constituting the incor- porator of this corporation, have executed these Articles of Incorporation this 22nd day of October , 1980. P. EDWARD EAN, JR. STATE OF WASHINGTON ) SS. COUNTY OF KING ) THIS IS TO CERTIFY that on this day personally appeared before me P. Edward Dean, Jr. , to me known to be the individual described in and who executed the within and foregoing instrument, and acknowledged that he signed the same as: . !.-. . his free and voluntary act and deed, for the uses and purposes. the ;ein+neptioned.;;,`,',;, GIVEN under my hand and official seal this 2 2 n d day of,.• Q.co 1980. Notary Public in and f e-a of Washington, residing at R e,d:m o n d , . FitED for Record at Rea'uest ®t £• 3(/ -4-