4.1 Annual Meeting. The first annual meeting of the Members shall be held as provided in the Declaration, and subsequent annual meetings of the Members shall be held each year on the third Tuesday in March at 7:30 p.m. for the purpose of electing directors and transacting such other business as may come before the meeting. If the day for the annual meeting of the Members is a legal holiday, the meeting may be held at the same hour on the first day following that is not a legal holiday. If the election of directors is not held on the date designated for the annual meeting of the Members or any adjournment thereof, the election shall be held at a special meeting of the Members as soon thereafter as is practicable.

 

4.2 Annual Meeting - Order of Business. At the annual meeting of Members, the order of business shall be as follows:

 

4.3 Special Meetings. The President or the Board of Directors may call a special meeting of the Members for any purpose. A special meeting of the Members may also be called by the Members having at least ten percent (10%) of the total voting interest in the Association, and in the event such is the case, it shall be the duty of the secretary, upon request in writing by such Members, to call such a meeting of the membership. If the secretary neglects or refuses to issue such call within five (5) days of receipt of such request, the Members making the request may issue the call.

 

4.4 Meeting Place. The Board of Directors may designate any place, within King County, Washington, as the place for any annual meeting or for any special meeting called by the Board of Directors. Special meetings called at the request of Members shall be held at such place within King County, Washington as may be determined by the Board of Directors and designated in the notice of such meetings. If no designation is made, the place of meeting shall be the registered office of the Association in the state of Washington.

 

4.5 Notice of Meetings. Not less than fourteen (14) nor more than sixty (60) days before the date of any meeting of Members, written or printed notice shall be delivered, either personally or by mail, by or at the direction of the president or secretary or the Members calling the meeting, to each Member entitled to vote at such meeting. The notice shall state the date, place, and hour of the meeting and the business to be placed on the agenda by the Board of Directors for a vote by the Members, including the general nature of any proposed amendment to the Articles of Incorporation, Bylaws, any budget or changes in the previously approved budget that result in a change in assessment obligation, and any proposal to remove a director. Notice of a meeting at which an amendment to the Declaration or the Articles of Incorporation or Bylaws is to be considered shall include the text of the proposed amendment. If mailed, such notice shall be deemed to be delivered on the third day of regular mail delivery after a copy has been deposited in the United States Mail, first class, postage prepaid, addressed to the Member at his or her address as it appears in the records of this Association. Mailing addresses may be changed by notice in writing to the Board of Directors delivered to the Secretary or President of the Association.

 

4.6 Waiver of Notice. Whenever any notice is required to be given to any Member of the Association by the Articles of Incorporation, Bylaws or Declaration or by the laws of the State of Washington, a waiver thereof, in writing signed by the person or persons entitled to such notice, either before or after the time stated therein, shall be equivalent to giving of such notice. The attendance of a Member at a meeting shall constitute a waiver of notice of such meeting, and no writing shall be required, except where a Member attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened.

 

4.7 Quorum. Unless otherwise specifically provided in Section 4.8 below, or in the Articles of Incorporation, Declaration or the laws of the state of Washington, a quorum is present throughout a meeting of Members if the owners to which thirty-four percent (34%) of the votes of the Association are allocated are present in person or by proxy.

 

4.8 Special Quorum for Assessments. Written notice of any meeting called for the purpose of taking any action on assessments authorized under Article IV of the Declaration shall be sent to all members not less than thirty (30) days nor more than sixty (60) days in advance of the meeting. At the first such meeting called, the presence of members or of proxies entitled to cast sixty percent (60%) of all the votes of each class of membership shall constitute a quorum. If the required quorum is not present, another meeting may be called subject to the same notice requirements, and the required quorum at the subsequent meeting shall be one-half (1/2) of the required quorum at the preceding meeting. No such subsequent meeting shall be held more than sixty (60) days following the preceding meeting.

 

4.9 Proxies. At all meetings of Members, each Member may vote in person or by proxy executed in writing by the shareholder or by his or her duly authorized attorney-in-fact. Such proxy shall be filed with the secretary of the Association before or at the time of the meeting. No proxy shall be valid after eleven (11) months from the date of its execution, unless otherwise provided in the proxy, and every proxy shall automatically terminate upon conveyance by the Member of his or her Lot. A proxy with respect to a specified meeting shall entitle the holder thereof to vote at any reconvened meeting following adjournment of such meeting but shall not be valid after the final adjournment thereof.

 

4.10 Attendance by Conference Telephone. A meeting may be held by means of or may include use of a conference telephone or similar communications equipment whereby all persons participating in the meeting can hear each other at the same time, and participation by such means shall constitute presence in person at such a meeting.

 

4.11 Action Taken Without Meeting. Any action required to be taken at a meeting of the Members or any action which may be taken at a meeting of the Members may be taken without a meeting if a consent in writing setting forth the action so taken shall be signed by all of the Members entitled to vote with respect to the subject matter thereof.

 

4.12 Architectural Control Committee. As described in the Declaration, Article V, Section 4, the Declarant shall have the power to appoint the members of the Architectural Control Committee until such time as all Lots have been sold and all plans have been approved, at which time Declarant may transfer said appointment power to the Board.