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ARTICLE VII POWERS AND DUTIES OF THE BOARD OF DIRECTORS
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SECTION 1. POWERS. The Board of Directors shall have the power to:
- adopt and publish rules and regulations governing the use of the Common Area and facilities, and the personal conduct of the Members and their guests thereon, and to establish penalties for the infraction thereof;
- suspend the voting rights and right to use of the recreational facilities of a Member during any period in which such Member shall be in default in the payment of any assessment levied by the Association. Such rights may also be suspended after notice and hearing, for a period not to exceed sixty (60) days from infraction of published rules and regulations;
- exercise for the Association all powers, duties and authority vested in or delegated to this Association by the Articles, the Declaration, these Bylaws or by Washington State Statute and not reserved to the Membership by other provisions of these Bylaws, the Articles of Incorporation, the Declaration or Washington State Statute;
- declare the office of a Member of the Board of Directors to be vacant in the event such Member shall be absent from three (3) consecutive regular meetings of the Board of Directors; and
- employ a manager, an independent contractor, or such other employees as they deem necessary, and to prescribe their duties.
SECTION 2. DUTIES. It shall be the duty of the Board of Directors to:
- cause to be kept minutes of its meetings, a complete record of all its acts and corporate affairs and financial and other records sufficiently detailed to enable the Association to fully declare to each Member the true statement of its financial status. All financial and other records of the Association, including but not limited to checks, bank records, and invoices, in whatever form they are kept, are the property of the Association;
- supervise all officers, agents and employees of the Association, and to see that their duties are properly performed;
- as more fully provided in the Declaration, to:
- prepare an annual budget and submit it to a vote of the Members, fix the amount of the estimated annual assessment against each Lot at least thirty (30) days in advance of each annual assessment period;
- send written notice of each assessment to every Member subject thereto at least thirty (30) days in advance of each annual assessment period; and
- at the Board's discretion, foreclose the lien against any property for which assessments are not paid or to bring an action at law against the Member personally obligated to pay the same as set forth in the Declaration.
- issue, or to cause an appropriate officer to issue, upon demand by any person, a certificate setting forth whether or not any assessment has been paid. A reasonable charge may be made by the Board for the issuance of these certificates. If a certificate states an assessment has been paid, such certificate shall be conclusive evidence of such payment;
- procure and maintain adequate liability and hazard insurance on property owned by the Association, and, at the Board's discretion, purchase directors liability insurance;
- cause all officers or employees having fiscal responsibilities to be bonded, as it may deem appropriate;
- cause the Common Areas to be maintained;
- cause to be prepared an annual financial statement of the Association. If the annual Association assessments are $50,000 or more, the Board shall cause the financial statements to be audited annually by a certified public accountant unless the audit is waived annually by a vote of sixty-seven percent (67%) of the votes cast by members at a meeting of the Association at which a quorum is present; and
- keep or cause to be kept records of the Association, including the names and addresses of Members and other occupants of the Lots. The records shall be available for examination by all Members, holders of mortgages on the Lots, and their respective authorized agents on reasonable advance notice during normal working hours at the offices of the Association or its managing agent. The Association shall not release the unlisted telephone number of any Member.
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