ARTICLES OF INCORPORATION
OF
YAKIMA RANCHES OWNERS ASSOCIATION PHASE 2

The undersigned, being of lawful age, a citizen of the United States of America, and a resident of the State of Washington, pursuant to the provisions of the Washington Non-Profit Corporation Act (RCW 24.03), for the purposes herein specified, does hereby make and adopt the following Articles of Incorporation:

ARTICLE I 

Name

The name of this corporation shall be YAKIMA RANCHES OWNERS ASSOCIATION PHASE 2.

ARTICLE II 

Duration

The term of existence of this corporation shall be perpetual.

ARTICLE III 

Purposes and Powers

The purpose for which this corporation is formed is to provide for the maintenance of roads utilized for ingress and egress and to provide for the proper and lawful drainage of surface waters over customary and natural channels on property located in Yakima County, Washington, described as follows:

That certain real property and non-exclusive easements for access and utilities as a part thereof, set forth in survey denominated "Yakima Ranches, Phase 2", consisting of segregated tracts located in Sections 1, 11, 12, 13 and 14, all in Township 13 North, Range 19 East, W.M. of Yakima County, Washington.

This corporation does not contemplate pecuniary gain or profit to the members thereof.  

This corporation through its Board of Directors and officers shall have the power, in the furtherance of the purposes above mentioned to:

A.  Fix, levy, collect and enforce payment by any lawful means, all charges and assessments levied by the corporation in furtherance of its purposes as above set forth and to pay all expenses in connection therewith, and additionally, all office and other expenses incident to the conduct of the business of the corporation, including all licenses, taxes or governmental charges levied or imposed against the corporation; provided, that such charges and assessments shall be levied against each tract within the subject real property equally, regardless of the particular size of any such tract, and provided further, that when any original tract is subdivided as provided in Article IV hereof, each such subdivided parcel shall be considered a separate tract for purposes hereof; (amended 12/20/80, ratified 10/22/83)

B.  Acquire by gift, purchase or otherwise, own, hold, improve build upon, operate, maintain, convey, sell, lease, transfer, dedicate for public use or otherwise dispose of real or personal property in connection with the affairs of the corporation;

C.  Borrow money and mortgage, pledge or hypothecate by any other means any or all of the corporation property as security for money borrowed or debts incurred;

D.  Dedicate, sell or transfer all or any part of the nonexclusive easements for access and utilities as attorney in fact for the individual owners of the fee thereof, to any public agency, authority or utility for such purposes and subject to such conditions as may be agreed upon by a majority of the members of the corporation (provided that no such dedication or transfer shall be effective unless an instrument has been signed by a majority of the members of the corporation agreeing thereto and recorded in the office of the Auditor of Yakima County, Washington);

E.  Participate in mergers and consolidations with other nonprofit corporation organized for essentially the same purposes, provided that any such merger or consolidation shall have the approval of a majority of the members of this corporation;

F.  Have and exercise any and all powers, rights and privilege; which a corporation organized under the Washington Non-Profit Corporation Ace by law may now or hereafter have or exercise; and

G.  Any and all other powers necessary or convenient to carry out the purposes of this corporation.

ARTICLE IV 

Membership

Every person or entity who is a record owner of a fee interest in any tract within the real properties above described shall be a member of this corporation, except for any such tracts which are the subject matter of a conditional contract of sale in which case the purchasers or vendees under such contract shall be a member of this corporation.  Each such tract shall carry an appurtenant membership and if any one person or entity owns (or is contract purchaser of) more than one such tract, such person or entity shall have a separate membership for each such tract.  In the event that more than one person or entity holds a membership interest, multiple ownership shall be counted as only one vote with regard to any of the affairs of the corporation; provided, however, that when any tract is formally subdivided (as by short or long plat, for example) and such subdivision made a part of the official records of Yakima County, Washington, each parcel of such subdivision shall thereafter be considered a separate tract for all purposes, including without limitation, for purposes of determining membership and assessment.  The definition of membership as, above stated is expressly intended to exclude persons or entities who hold a fee interest in the subject tracts merely as security for the performance of obligations such as, for example, contract vendors, mortgagees and beneficiaries under deeds of trust.  Membership in the corporation shall be appurtenant to and may not be separated or severed from the ownership of any tract which is subject to assessment by the corporation.  (Amended 12/20/80, ratified 10/22/83)

ARTICLE V 

Directors

The affairs of the corporation shall be managed by a Board of three directors who need not, but may be members of the corporation. The number of directors may be changed by amendment of the By-Laws of the corporation.  The names and addresses of the persons who are to act as initial directors of the corporation are as follows:  Woodward Bohoskey, 104 Tower Lane, Yakima, Washington, 98901, Harry Davidson, Box 2176 Everett, Washington 98201, Ross Davidson, Box 2176 Everett, Washington 98201.

ARTICLE VI 

Dissolution

The corporation shall not be dissolved unless the County of Yakima or some other municipal corporation which may in the future include the real property above described within its boundaries shall elect to accept the responsibilities of maintaining the subject roads and drainage of surface waters in which event the necessity for this corporation to perform the services for which it is created shall no longer exist and the corporation may be dissolved with the consent of a majority of its members.  Upon dissolution, other than incident to a merger or consolidation, the assets of the corporation shall be dedicated to an appropriate public agency or to some other charitable, non profit tax exempt corporation under the then-existing United States Internal Revenue Code.

ARTICLE VII 

Amendments

Amendment to these Articles of Incorporation shall require the consent of a majority of the members of the corporation.

ARTICLE VIII
 
Registered Office and Registered Agent

The address of the registered office of this corporation shall be 104 Tower Lane, Yakima, Washington 98901, and the name of its initial registered agent at such address is Woodward Bohoskey.

ARTICLE IX 

Incorporator

The name and address of the incorporator of this corporation is Woodward Bohoskey, 104 Tower Lane, Yakima, Washington 98901

DATED this  13th  day of   _January_, 1977.
WOODWARD BOHOSKEY

STATE OF WASHINGTON )
ss.
County of Yakima 		 )

Woodward Bohoskey, being first duly sworn on oath, deposes and says:  That he is the person named as incorporator in the foregoing Articles of Incorporation; that he has read the same, knows the content thereof and believes the same to be true.
WOODWARD BOKOSKEY

Subscribed and sworn to before me this 13th day of January 1977.

BETTY WOOD
Notary Public in and for the State of Washington, residing at Yakima.