The name of the non-profit corporation is HARBOR RIDGE HOMEOWNERS ASSOCIATION, hereinafter referred to as the "Association." The principal office of the association shall be located at the residence of the President of the Association, but meetings of the members and Trustees may be held at such places within Northeast Tacoma, as may be designated by the Board of Trustees.

Definition of Terms: Property Rights defined by, and all the definitions contained in Article I of the "Declaration of Covenants, Conditions and Restrictions of The Plat of Harbor Ridge" recorded under Pierce County Auditor’s Fee No. 8010100262 are hereby incorporated herein.

Membership:Membership in the association shall be available and shall be open to any lot owner. Each lot shall be entitled to one membership and one vote. A lot owner becomes a member by remitting annual membership dues to the Treasurer of the Association.

Section 1. Number: The affairs of this Association shall be managed by a Board normally consisting of (9) Trustees, who are members of the Association.

Section 2. Election: Trustees serve terms of (3) three years. At each annual meeting the members shall elect (3) three Trustees for a new term and fill any other existing vacancies.

Section 3. Removal:If for any reason a vacancy occurs mid-term a successor shall be selected by the remaining members of the Board and shall serve for the unexpired term of the predecessor.

Section 4. Compensation:No Trustee shall receive compensation for any service rendered to the Association. However, any Trustee may be reimbursed for actual expenses incurred in the performance of duties.

Section 5. Action Take Without A Meeting: The Trustees shall have the right to take any action in the absence of a meeting which they could take at a meeting by obtaining and recording the verbal approval or electronic approval of a majority of the Trustees. Any action so approved shall have the same effect as though taken at a meeting of the Trustees.

Section 1. Regular Meetings:Regular meetings of the Board of Trustees shall be held at least semi-annually at such place and hour as determined by resolution of the Board.

Section 2. Special Meetings: Special meetings of the Board of Trustees shall be held when called by the President of the Association or by any two Trustees, after not less than three (3) days notice to each Trustee.

Section 3. Quorum: A majority of the number of Trustees shall constitute a quorum for the transaction of business. Every act or decision done or made by a majority of the Trustees present at a duly held meeting at which a quorum is present shall be regarded as the act of the Board.

Section 4. Welcome: Any member of the Association is welcomed and encouraged to attend regular meetings of the Board.

Section 1. Annual Nomination: Any member of the Association may make nominations for vacant Board positions.

Section 2. Election: Election of members to the Board of Trustees shall be by public vote unless a secret written ballot is requested by any member. At such election, the members or their proxies may each cast their vote in accordance with the voting rights provisions herein. The names receiving the largest number of votes shall be elected.

Section 1. Powers: The Board of Trustees shall have the power:

1. i. To exercise for the Association all powers, duties and authority vested in or delegated to this Association not reserved to the membership by other provisions of these Operating Procedures, the Articles of Incorporation, or the Declaration
2. ii. To declare the office of a member of the Board of Trustees to be vacant in the event such member shall be absent from three (3) consecutive regular meetings or a member has resigned as a Board member.
3. iii. To employ a manager, or independent contractors, 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 Trustees:

1. i. To cause to be kept a complete record of all its acts and corporate affairs and to present a statement thereof to the members at the annual meeting of the members, or at any special meeting, when such statement is requested in writing by one-fourth (1/4) of the members who are entitled to vote;
2. ii. To supervise all officers, agents, and employees of this Association, and to see that their duties are properly performed;
3. iii. To establish, levy and assess, and collect membership dues/assessments as applicable to the Association;
4. iv. To send written notice of dues/assessment to every member in advance of each annual assessment period;
5. v. To cause any officers or employees having key fiscal responsibilities to be bonded, as it may deem appropriate.

Section 1. Upon vacancies occurring in the Architectural Control Committee, members of the Board of Trustees may recommend a successor. The Architectural Control Committee shall perform duties and functions described in the Declaration.

Section 2. The Board of Trustees may appoint other committees as deemed appropriate in carrying out its purposes. It shall be the duty of each such other committee to receive complaints from members on any matter involving the Association’s functions, duties, and activities within its field or responsibility.

Section 1. Annual Meeting:The annual meeting of the members shall be held in late January of each calendar year. Voting rights will be determined with membership validation based on the previous calendar year.

Section 2. Special Meetings: Special meetings of the members may be called at any time by the President or by the Board of Trustees, or upon written request of the members who are entitled to vote one-fourth (1/4) of all of the votes of the entire membership.

Section 3. Notice of Meetings: Written notice of each meeting of the members shall be given, or at the direction of, the secretary or person authorized to call the meeting, by mailing, or electronic notification, a copy of such notice at least fifteen (15) days before such meeting to each member entitled to vote thereat, addressed to the member’s address last appearing on the books of the Association, or supplied by such member to the Association for the purpose of the meeting. At the option of the Board of Trustees, a written copy of such notice may also be mailed or otherwise delivered to each residence within Harbor Ridge to give non-member owners the option to join and participate.

Section 4. Quorum: To conduct the Association’s business, it is desirable to have as large a representation of members as possible. However, the meeting may proceed with however many members are present as long as there is a quorum present of the past-year's Board members (i.e. those continuing plus those who would be vacating their positions).

Section 5. Proxies: At all meetings of members, each member may vote in person or by proxy. All proxies shall be in writing and filed in advance with the secretary. Every proxy shall be rendered revocable and shall automatically be invalid upon conveyance by the member of his lot.

Section 1. Enumeration of Officers: The officers of this Association shall be a President and Vice-President, who shall at all times be members of the Board of Trustees, a Secretary, and a Treasurer, and a Web Master and such other officers as the Board may from time to time by resolution create.

Section 2. Election of Officers:The election of officers by the newly-constituted Board shall take place at the conclusion of each annual meeting of the members.

Section 3. Term: The officers of this Association shall hold office for one (1) year unless they resign or are otherwise disqualified to serve.

Section 4. Special Appointments: : The Board may elect such other officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time determine.

Section 5. Resignation and Removal:Any officer may be removed from office with or without cause by the Board. Any officer may resign at any time by giving written notice to the Board, the President or the Secretary. Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.

Section 6. Vacancies: A vacancy in any office may be filled in the manner prescribed for regular election. The officer elected to such vacancy shall serve for the remainder of the term of the officer replaced.

Section 7. Duties: The duties of the officers are as follows:

1. A. President:The President shall preside at all meetings of the Board of Trustees, shall see that orders and resolutions of the Board are carried out; and shall sign all written instruments addressing resolutions adopted by the Board.
2. B. The Vice-President shall act in the place and stead of the president in the event of the president’s absence, inability or refusal to act, and shall exercise and discharge such other duties as may be required by the Board.
3. C. Secretary: The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the members; and shall perform such other duties as may be required by the Board.
4. D. Treasurer: The Treasurer shall receive and deposit in appropriate bank accounts, as selected by the treasurer and approved by the Board, all monies of the Association and shall disburse such funds as directed by resolution of the Board of Trustees; shall sign all checks and promissory notes of the Association; keep proper books of account; cause an annual audit of the Association’s books to be made at the completion of each fiscal year; shall keep appropriate current records showing the members of the Association, together with their addresses; and shall perform such other duties as may be required by the Board.
5. E. Web Master: The Web Master shall maintain, oversee and coordinate with the hired Web Administrator the Association’s website.

The books, records and papers of the Association shall be subject to inspection by any member. The Declaration, the Articles of Incorporation, and the Operating Procedures of the Association shall be available on the Association’s website for inspection by any member of the Association.

Section 1. Amendment: These Operating Procedures may be amended at a regular or special meeting of the Trustees, by a vote of a majority of a quorum of Trustees present in person or by proxy.

Section 2. Conflict; Control:In the case of any conflict between the Articles of Incorporation and these Operating Procedures, the Articles shall control; and in case of any conflict between the Declaration and these Operating Procedures, the Declaration shall control.

The fiscal year of the Association shall begin on the first day of January and end on the 31st day of December of every year.

These Operating Procedures were duly adopted by the Association on the 9th day of February, 1993, first amended on the 27th day of July, 2003, last amended on the 23rd day of March, 2016.