Articles of Incorporation...

Our non profit lodge association was incorporated in WA State in 1983 as a Title 24.03 Non Profit association. Bylaws were changed in 2013 and incorporated a Ratification of Budget change referencing RCW 64.38.025 requiring a super majority of members (50% + 1) to reject. As a RCW Title 24.03 non profit organization was this legally possible?

William, this is a lodge, so let's be clear that the Washington HOA statutes do not apply per se because, per the HOA statutes themselves, no ownership of real property by members is involved. That is, a lodge does not meet the definitions in the statutes such that the HAO statutes would apply. However I do not think there is a problem with a non-HOA, non-condo, nonprofit corporation bylaw amendment referencing solely section RCW 64.38.025. Back in 2013 I think it would have been better to just copy the language of RCW 64.38.025 into the proposed amendment and then voted on this proposed amendment (with no reference to any HOA statute section), but... bygones.

William

It is typical that a BOD can put a new budget in effect that has a dues increase as part of it. It is also typical that unless 51% of ALL OWNERS vote against such an increase, the increase happens. My BOD can do such only one time a year to take effect on 01/01.

William, is this a homeowners' association?

If it is a homeowners' association, what year was it established? This will help determine which Washington HOA statute applies.

Do you understand that nearly all homeowners' associations are corporations usually subject to a state's (1) nonprofit corporation statute; and (2) the state's HOA statute?

Do you understand that, if there is a bona fide conflict between a state's nonprofit corporation statute and the HOA statute, the HOA statute controls? The reason the HOA statute controls is that, in the words of the law, the HOA statute is more "apposite."

With regard to budget ratification, there is no conflict between Washington's nonprofit corp statute and its HOA statutes.

Where is the definition section for HOA's? The issue I have is the approved minutes of the 2013 general membership meeting does not even reference the members voting to approve a change to adopt RCW 64.03.025 from a simple majority at a meeting whereby a quorum is present (under RCW 24.03), to now a supper majority, in our case 73 lots represented at a single meeting voting a board action/motion. I guess it's time to lawyer up. Thanks for you input.