ARTICLE I
      Section 1.  Every person, including both husband and wife,
in a marital community, who owns a lot in DUGUALLA BAY HEIGHTS
and/or any parcel or parcels of land, platted or not platted, in
Government Lot 2, Section 17, Twp. 33, N. R 2 E.W.M., is a Member
in Dugualla Community, Incorporated.  Although both the husband
and wife may be Members, the marital community may cast only one
vote for each membership held/lot owned in the Corporation.
     Section 2.  Any Member who is in default of any payments for
a period of more than three months is automatically deprived of
any privileges or rights in the Corporation without further
action on the part of the membership or the Board of Directors.
The Secretary-Treasurer of the Corporation shall so mark the
records of the Corporation; upon the records being so marked the
voting power and other privileges and rights of the Member are
suspended.  Any Member, before being qualified to cast a ballot
at a meeting of the Corporation, in addition to being an owner of
real property, must pay in full any amounts due to the
Corporation up to the date of the meeting.
     Section 3.  The Corporation shall not advance money, provide
services, install facilities or provide special benefits to any
private individual, whether a Member or not.  Neither shall the
Corporation take any such actions for the benefit of any external
business, partnership, corporation or other entity.
                            ARTICLE II
                     MEETINGS OF THE MEMBERS
     Section 1.  An Annual Meeting of the Members shall be held
each calendar year on the third Saturday in September in Island
County Washington. The Board of Directors shall determine the
time and place of the meeting.
     Section 2.  Special Meetings of the Members may be called by
the Board of Directors or upon written request of ten or more
Members addressed to the President.  The request shall include an
explanation of the purpose of the meeting.  Special Meetings
shall be held not less than fifteen days or more than thirty days
after the President receives a request for the Special Meeting.
If the President fails to call the meeting, any Member may give
notice of the meeting per Section 3.
     Section 3.  Notice of meetings of the Members stating the
time, place and general purpose of the meeting shall be mailed to
each Member at their last known address at least thirty days
prior to the Annual Meeting, and ten days prior to Special
Meetings.  For the Annual Meeting, the notice will include a
proposed agenda and a list of Director positions that are due for
election.  The date the notice is mailed is considered to be the
date notification was given.  An entry shall be made in the
minutes of the meeting confirming that appropriate notice was
given to the Members.
     Section 4.  A quorum shall consist of a majority of the
Members in person or as represented by duly authorized proxy.
     Section 5.  Any Member may appear at any of the meetings of
the Members either in person or by duly constituted proxy.  A
proxy, to be effective, must be in writing and filed with the
Secretary of the Corporation at the time of the meeting or at any
time prior to the meeting.
     Section 6.  Duly constituted proxies are authorized to cast
one vote for each Member represented upon any matter of business
raised at the meeting.
     Section 7.  Meetings shall not be held without a quorum.
Regular or Special Meetings of the Members shall be adjourned if
there are not sufficient Members present, in person or by proxy.
The reason for the adjournment shall be recorded.
     Section 8.  The President, or if absent, Vice President, or
if absent, Secretary-Treasurer, shall call the meeting of the
Members to order and act as presiding officer.  If the Secretary-
Treasurer is required to act, a temporary Secretary-Treasurer
shall be appointed, preferably from among the remaining
Directors, to record the proceedings of the meeting.
     Section 9.  If the time and/or place of the Annual Meeting
are changed within thirty days of the meeting, a new notice must
be mailed to the members per Article II, Section 3.
     Section 10.  A financial statement for the preceding fiscal
year (1 June to 31 May of each year) shall be distributed to all
Members prior to or at the Annual Meeting.
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                           ARTICLE III
     Section 1.  The corporate powers, business and property of
the Corporation shall be exercised, conducted and controlled by a
Board of nine Directors.
     Section 2.  Any person of lawful age who is a Member in good
standing at the time of their election may be elected a Director
of this Corporation.
     Section 3.  At the Annual Meeting of the Members, the
Members shall by majority vote, elect Directors to act for the
following terms of office: The Directorate positions shall be
numbered Position Numbers 1 through 9.  Positions 2, 6, 7 and 8
shall hold office for one year until 2006 and two years
thereafter.  Positions 1, 3, 4, 5 and 9 shall hold office for two
years commencing in 2005.  Directors shall hold office for the
length of their term and until a qualified successor as been
elected or duly appointed.
     Section 4.  The Members shall fill Board of Director
vacancies during the Annual Meeting.  Directors shall serve until
their terms of office expire, they are removed by vote of the
Members, disqualified for any reason or resign.  There is no
restriction on the number of terms that a Director may serve.
     Section 5.  The Directors of this Corporation shall act
without compensation.
                            ARTICLE IV
                        CORPORATE OFFICERS
     Section 1.  The Board of Directors shall elect the
President, Vice President, Treasurer and Secretary for the
Corporation from among Members of the Board following the Annual
Meeting and may appoint sub-officers, committees, agents and
                        Part A.  PRESIDENT
     Section 1.  The President of the Corporation is the
presiding officer at all meetings of the Members and the Board of
Directors.  The President has the powers delegated herein and by
the Board of Directors.
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By-laws of Dugualla Community, Incorporated.
Amended as of September, 15, 2012.
                     Part B.  VICE PRESIDENT
     Section 1.  The Vice President of the Corporation acts as
the President in the absence of the President.
                        Part C.  TREASURER
     Section 1.  The Treasurer of the Corporation keeps
Corporation records, to include an accurate and complete
financial record.
     Section 2.  The Treasurer keeps a record of the names and
addresses of the Members of the Corporation and shall make this
available to other Board members for official Community purposes.
     Section 3.  If the Treasurer is unable or unwilling to
perform the duties herein, the President or Vice President
assumes those duties.
                        Part D.  SECRETARY
     Section 1.  The Secretary of the Corporation keeps minutes
of meetings of the Members of the Corporation and the Board of
Directors, and gives notice of all meetings of the Members and
the Board of Directors.
     Section 2.  The Secretary shall perform additional
administrative duties as needed, such as official correspondence,
as assigned by the Corporation President or Board.
     Section 3.  If the Secretary is unable or unwilling to
perform the duties herein, the President or Vice President
assumes those duties.
                     BOARD OF DIRECTOR DUTIES
     Section 1.  The Board of Directors has full power to borrow
money on behalf of the Corporation.  This includes the authority:
• To incur indebtedness on behalf of the Corporation, and authorize the execution of promissory notes or other evidence of indebtedness of the Corporation, and agree to pay interest thereon.
• To sell, convey, transfer, assign, exchange, lease and otherwise dispose of, mortgage, pledge or otherwise encumber the property, real and personal, and the franchises of the Corporation.
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By-laws of Dugualla Community, Incorporated. Amended as of September, 15, 2012.
• To purchase, lease and otherwise acquire property, real and personal on behalf of the Corporation and generally to do and perform or cause to be done and performed any and every act, which the Corporation may lawfully do or perform.
Extraordinary expenditures, such as major capital improvements,
shall be presented to the Members for approval at the Annual
Meeting or at a Special Meeting.  This provision is not meant to
restrict the Board of Directors from taking action in an
emergency or in situations in which delay could result in the
Corporation incurring liability.
     Section 2.  The Board shall impose conditions upon
employment and fix terms of employment.  The term of office,
employment or contractual obligations shall in no case exceed the
longest term of office of any of the Board of Directors then
     Section 3.  The Board of Directors sets the compensation for
sub-officers, agents and employees of the Corporation.  The Board
of Directors may not fix any compensation for themselves.
     Section 4.  The Board of Directors may remove sub-officers,
agents or employees upon a majority vote, and no contract to the
contrary is valid.
     Section 5.  The Board of Directors shall have the power to
fix the bond of any and all officers, agents or employees in such
amount as they shall see fit.
     Section 6.  The Board of Directors shall determine the
financial status of the Corporation from reports submitted by the
Secretary-Treasurer, and determine fees and assessments to be
imposed upon the Members to keep the Corporation upon a sound
financial basis.
     Section 7.  Directors stand in a fiduciary relation to the
Corporation and must discharge the duties of their positions in
good faith and with that diligence, care and skill which
ordinarily prudent persons would exercise in similar
                            ARTICLE VI
     Section 1.  Any Director may be removed by the vote of two-
thirds of the Members of the Corporation having voting power at a
Special Meeting called for that purpose and upon such removal a
vote of the Members may at once be taken to fill the vacancy or
     Section 2.  Members of the Board of Directors shall attend
all meetings possible.  Any Member who does not attend three or
more consecutive Regular or Special Meetings of the Members shall
be removed from the Board unless the remainder of the Board of
Directors votes to the contrary.  If any Director is removed for
non-attendance, the Board of Directors shall appoint a successor
to fill the vacancy for the remainder of that Director’s term of
     Section 3.  When a vacancy occurs among the Directors,
except by recall and election of a successor, the Board of
Directors shall appoint a successor by a majority vote of the
remaining Members.  An appointed Director will hold office until
the next Annual Meeting, at which time a successor will be
elected to fill the remaining term of office, unless the term is
expired, in which case, a Director will be elected to fill the
                    BOARD OF DIRECTOR MEETINGS
     Section 1.  Board of Director Meetings are held at such time
and place in the State of Washington as the Board decides.
Special Meetings of the Board of Directors may be called any time
by the President or on the order of two Directors.
     Section 2.  Directors shall register their addresses with
the Secretary.  Notice of meetings mailed to that address or e-
mailed to the Directors’ e-mail address shall constitute valid
notice of the meetings.  Notice of Board of Director meetings,
stating the time and general purpose of the meeting shall be
mailed, e-mailed, or otherwise personally delivered to each
Director not later than three days before the meeting.
     Section 3.  Five or more Directors shall constitute a
quorum.  Every act or decision of a majority of the Directors
present at a meeting with a quorum is valid as the act of the
Board of Directors.  Board Members may cast ballots by e-mail,
teleconference or regular mail on any matter before the Board,
but a quorum must still be physically present at the meeting.
     Section 1.  All property, real or personal (in process of
being obtained, interest in or to property of any nature, and
wherever situated), is the property of the Members of the
Corporation upon dissolution of the Corporation.
                            ARTICLE IX
                       FEES AND ASSESSMENTS
     Section 1.  If deemed necessary, an annual membership fee
may be set by the Board of Directors.  The membership fee may be
paid in advance in quarterly or semi-annual installments, or
annually, as the board determines.  Upon non-payment of fees for
three months from the due date, all rights and privileges of the
non-paying Member will be suspended.  The suspension shall
continue until all delinquencies and defaults are corrected and
all payments brought up to date per the provisions of Article IX,
Section 3 below.
     Section 2.  The Board of Directors shall levy regular or
special assessments on Members for the purpose of operating and
maintaining the water system.  Alternatively, the Board of
Directors may establish a water usage rate chargeable to those
Members who are hooked into the water system and are receiving
water service.  In either case, a billing notice will be mailed
to each Member every two months.  Payment in full is due within
thirty days of the mailing date of the notice.
     Section 3.  In the event of overdue payments, members shall
pay to the Corporation the full amount owed including but not
restricted to late fees, attorneys’ and collection agency fees
and costs reasonably incurred in enforcing payment.  The amount
owed to the Corporation shall be a lien on the member’s real
property (as described in Article I, Section 1), superior to any
and all other liens created or permitted by the owner and
enforceable by foreclosure proceedings in the manner provided by
law for foreclosure of mortgages upon land.  Proceedings for the
foreclosure of this lien shall not be commenced sooner than four
months after the date the first billing notice was mailed to the
     Section 4.  In addition to the provisions of Section 3, the
Board reserves the right to terminate water service to any Member
who has not paid water system-related assessments and fees by
three months after the due date.  The board will provide written
notification to the Member at least thirty days prior to
terminating service.  The Member will be responsible for all
costs associated with terminating and reconnecting water service.
     Section 1.  As stated in the Building and Use Restrictions
for Dugualla Bay Heights Divisions 1 through 9, the Building and
Use Restrictions may be enforced by any lot or building site
owner or by Dugualla Community, Incorporated.  To this end, the
procedures stated below shall be followed in addressing
violations of the Building and Use Restrictions.
     A.  Any member of Dugualla Community, Inc., who observes a
     violation of the Building and Use Restrictions may elect to
     bring the violation to the attention of the owner of the
     property on which the violation is occurring.  The member
     making the complaint must specify the nature of the
     violation and what corrective action is being sought.  If a
     mutually agreed resolution to the complaint by the parties
     is achieved, no other action is required.
     B.  If mutual agreement is not achieved, and the complainant
     wishes to pursue the matter further, the complainant shall
     restate the complaint and the corrective action being sought
     in a letter to the owner of the property on which the
     violation is occurring (if this is not already done).
     C.  If the recipient of this letter fails to respond within
     thirty (30) days or a mutual agreement in not reached, the
     complainant may elect to submit a letter to the Board of
     Directors asking them to intercede on his behalf.  The
     letter must include a description of the violation, the name
     and address of the property owner against whom the complaint
     is being made, and a list of all of the steps taken up to
     this point to attempt to resolve the complaint.  A copy of
     this letter shall be sent to the subject of the complaint.
     D.  If the subject of the complaint feels that the complaint
     does not have merit, he may submit his rebuttal in writing
     to the Board of Directors with a copy to the complainant.
     E.  The Board of Directors shall review the complaint and
     any rebuttal received and attempt to determine if a
     violation of the Building and Use Restrictions has occurred.
     F.  If the Board determines that no violation has occurred,
     they will notify the complainant and subject of this in
     writing.  The notification shall include a detailed
     explanation of the Board’s decision.
     G.  If the Board determines the a violation has occurred,
     they shall attempt to contact the owner on whose property
     the violation has occurred and request that he take
     appropriate action to come into compliance.
     H.  If the Board is unable to contact the property owner or
     the property owner is unresponsive, the Board shall send a
     registered letter to the property owner citing the violation
     and specifying the remedy required.  The property owner
     shall be given 30 (thirty) days to respond to this letter.
     I.  If the property owner responds by the deadline and takes
     appropriate action to come into compliance to the
     satisfaction of the Board of Directors, no further action is
     required except that the Board shall maintain a full and
     complete record of the complaint and associated actions
     taken in the community archival files.
     J.  If the property owner is unresponsive to the registered
     letter or fails to come into compliance within a reasonable
     period of time, the Board of Directors may refer the issue
     to an attorney requesting action be initiated to enforce the
     Building and Use Restrictions by proceedings at law.
     K.  Both parties to the complaint shall be kept informed in
     writing of the actions taken by the Board of Directors.
     Section 2.  Nothing in this article shall infringe on the
rights of any lot or building site owner, or by Dugualla
Community, Inc., either individually or collectively, to seek
enforcement by proceedings at law or in equity against any
person, firm or corporations violating or attempting to violate
the Building and Use Restrictions, or any portion thereof, either
to recover damages or to restrain violation or to enjoin the use
of a structure or structures, or to require performance of any
act or removal of a structure or structures, in such form and
under such penalties as judgment, order or decree of a court
shall provide.  In any litigation to enforce the Building and Use
Restrictions, the prevailing party shall be entitled to recover
from the losing party reasonable attorney’s fees and court costs
as determined by the court to be just, fair and proper.
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By-laws of Dugualla Community, Incorporated. Amended as of September, 15, 2012.
     Section 1.  These by-laws shall be reviewed at least once
every five years by the Board of Directors or by a committee
established by the Board for that purpose.  Members may submit
proposed amendments at any time.  All proposed amendments shall
be distributed to the Members at least thirty days prior to the
Annual Meeting and shall be voted on at the Meeting.  Amendments
may be adopted by a simple majority vote of the Members present
in person or by proxy at meeting.
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By-laws of Dugualla Community, Incorporated. Amended as of September, 15, 2012.
For the Community,
P.M Hunt, President, Director                       Date
R. VanDam, Vice-President, Director                 Date
R.A. Pierce, Secretary-Treasurer, Director          Date
J. Anglin, Director                                 Date
R. Harring, Director                                Date
K. Sebens, Director                                 Date
M. L. Walters, Director                             Date
R. VanDam, Director                                 Date
S. Welliver, Director
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