Wildwood Neighborhood Association
Bylaws


Article I

The name of the corporation shall be the Wildwood Neighborhood Association.

Article II

The purpose of the association is to preserve and enhance the environment of the neighborhood;
assure neighborhood safety and security; foster social ties; work in conjunction with other
neighborhoods; and promote a better neighborhood and community through group action.

Article III - Membership

SECTION 1. Eligibility of Membership. Any person 18 years of age or older residing,
owning property, or having a place of business within the defined boundaries of the Wildwood
Neighborhood is entitled to join the Association for a period of one calendar year upon payment
of an annual membership fee of five dollars ($5.00).

SECTION 2. Voting Rights. Each member shall be entitled to one vote on each matter
submitted to a vote of the members.

SECTION 3. Quorum. The members of the Association present at any annual or special
meeting shall constitute a quorum. A quorum of the Board is four (4).

SECTION 4. Proxies. No voting by proxy shall be allowed.

SECTION 5. Association Boundaries. The Association is bounded by Interstate Highway 5
on the north, Henderson Boulevard and the Watershed Park on the east, the low place between
O'Farrell and Governor Stevens streets on the south, and Capitol Way on the west. This includes
the streets of Adams and 27th, O'Farrell, Hillside, Rowan, Otis, Buker, Galloway, Quince, and
Eskridge between Quince and Galloway, excluding those properties bordering on the north and
southwest presently zoned for commercial use.

a. The Association recognizes that for local public policy purpose that the
Wildwood Neighborhood Association is only a portion of larger neighborhoods of
common interest.

b. For the purpose of educational issues, the neighborhoods to the north, east and
south are important.

c. For the purpose of protecting wetlands the neighborhoods to the south, north and
east have common interests.

d. For the purpose of traffic the neighborhood to the east and the proposed
development to the north are important neighborhoods.

SECTION 6. The Association shall maintain a complete list of the members in alphabetical
order. The secretary shall also maintain a register of all known residents.

SECTION 7. Endorsements by the Association of any city, county, state, or national balloted
issue, proposition, etc. shall be by the vote of the membership at any regular or special meeting.

Article IV - Meetings

SECTION 1. Annual Meetings. Beginning in 1990 the annual meeting of the members shall
be held in September at a place and time selected by the majority vote of the Board of Directors
for the purpose of electing directors and officers. A thirty-day notice must be given to the
membership.

SECTION 2. Regular Meetings. Regular meetings of the Association shall be held once each
three calendar months, at a place and time designated by the Board and must be open to the
membership. A ten-day notice must be given to the membership.

SECTION 3. Special Meetings. A special meeting may be called by any member of the Board,
provided that all members are notified of the time, place and purpose of such meeting. A ten-day
notice must be given to the membership.

SECTION 4. Meeting Notice. Notices to members of meetings of the Association shall be
given by leaving a written notice at the address given by the member as shown by the
membership records. Notice given by e-mail to the last known e-mail address furnished by the
member to the WNA shall be the same as written notice. Notice may also be given by any other
method of notice which shall be deemed sufficient by the Board, provided that such method of
notice and the person or office in charge of given such notice shall be reflected in the minutes of
the meeting.

Article V - Officers and Directors

SECTION 1. Directors. The number of elected Directors shall be seven (7). A representative
from each area shall be sought.

SECTION 2. Executive Committee. The officers shall constitute the Executive Committee.

SECTION 3. Officers. The officers shall be Chairperson, Vice-Chairperson, Secretary and
Treasurer. The officers shall be selected from the elected Directors.

SECTION 4. Board of Directors. The elected Directors plus the Executive Committee plus
and including the immediate past Chairperson shall constitute the Board of Directors.

SECTION 5. Term of Office.

a. Directors. The elected directors shall be divided into two groups: Group A
consisting of four (4) members; and Group B consisting of three (3) members.
The term of each group shall be for two years, elected in alternating years, except
that Group A shall be elected in 1990 for only one year. The first directors shall
be those named in the Articles of Incorporation and shall serve until the first
annual meeting in 1990.

b. Officers. The officers shall be elected annually by the Board following the
annual meeting. However, the first officers shall be elected by the Board at its
first meeting following the filing of Articles of Incorporation.

SECTION 6. Removal. Any director or officer can be removed from any position for cause by
two-thirds (2/3) vote, conducted by written ballot at a regular or special meeting of the
Association. Such removal shall be without prejudice. Any member of the Board who, without
leave of absence or reasonable excuse, misses three (3) regularly scheduled meetings of the
Board during their term of office, shall be automatically removed from the Board.

Article VI - Nominations

SECTION 1. Nominating Committee. Thirty (30) days prior to the annual meeting the Board
shall appoint at least two members in addition to the immediate past chairperson who shall
function as chair of the committee.

SECTION 2. Nominations. The Nominating Committee shall present to the annual meeting a
slate of one or more nominees for each directorship. Nominations may also be made from the
floor.

SECTION 3. Nominees. Each nominee must be a member in good standing. The nominee
must give his/her consent before the member is nominated. A nominee cannot be a member of
the Nominating Committee.

Article VII - Elections

SECTION 1. At the annual meeting all positions of the directors which are to end at the close
of the annual meeting shall be filled by election of the members present.

SECTION 2. Election of directors shall be by written ballot, when the number of nominees
exceeds the number of vacancies.

SECTION 3. Vacancies in a directorship or officer shall be filled for the unexpired term by as
member appointed by the Board.
Article VIII - Duties of Directors and Officers

SECTION 1. General Power. The affairs of the Association shall be managed by the Board of
Directors. Except for the endorsement of any city, county, state and national balloted issue, all
positions adopted by the Association shall be determined by a majority vote of the Board of
Directors. The Board shall ensure representation of the neighborhood before the City of
Olympia Council and with other groups or organizations as appropriate. Whenever possible the
Chairperson should represent our Association. The Board may also delegate individual members
to present the Association's concerns or positions.

SECTION 2. Chairperson. Subject to the policies and direction of the Board of Directors, the
Chairperson shall:

a. Be the principal executive officer and shall supervise all of the business and
affairs of the association;

b. When present, preside at all meeting of the Board;

c. Be vested to sign along with any other official designated by the Board any
contracts or other instruments authorized by the Board;

d. Perform all duties incident to the office of the Chairperson and such other duties
as may be prescribed by the Board of Directors.

SECTION 3. Vice-chairperson. The Vice-chairperson shall:

a. In the absence of the Chairperson the Vice-chairperson shall perform the duties so
prescribed and when so acting shall have all the powers of and be subject to all
the restrictions upon the Chairperson;

b. The Vice-chairperson may perform other duties from time to time as requested by
the Board of Directors or the Chairperson.

SECTION 4. Secretary. The Secretary shall:

a. Perform all duties incident to the office of the Secretary and perform all other
duties that may be assigned to the Secretary by the Board of Directors or the
Chairperson;

b. Keep the minutes for meetings of the members, and the Board of Directors and
any executive meetings;
c. Give all meeting notices properly;
d. Be custodian of the corporate records;

e. Ensure compliance with the City of Olympia Neighborhood Association
Ordinance.

SECTION 5. Treasurer. The Treasurer shall:

a. Be responsible for all funds and assets of the Association;

b. Receive and file receipts for money due and payable to the corporation from any
source and shall deposit said funds in the name of the Association in such banks
or other depositaries selected by the Board of Directors in accordance with
policies adopted by the Board of Directors;

c. Shall make payments as are authorized by the Board of Directors;

d. Maintain mailing lists of members and known residents within the Association's
boundary.

Article IX - Contracts and Loans

SECTION 1. Contracts. The Board of Directors may authorize any officers, agent or agents to
enter into any contract or execute and deliver any instrument in the name of and on behalf of the
corporation, and the authority may be general or confined to specific instances.

SECTION 2. Loans. No loans may be contracted on behalf of the Association and no evidence
or indebtedness may be issued in the name of the Association unless authorized by a resolution
of the Board of Directors and approved by majority vote of the membership.

Article X - Parliamentary Authority

The rules of Roberts Rules of Order Newly Revised shall govern the Association in all cases to
which they apply and are necessary.

Article XI - Amendments

These bylaws may be amended or repealed, or new bylaws may be adopted by a majority vote at
any meeting of the membership when the proposed amendment(s) has been set out in writing in
the notice of the next meeting.

Article XII - Committees

The Board of Directors shall establish committees which will meet on a regular basis to identify
and research issues of concern to the Association. Each committee chairperson shall be
responsible to the Board and present a status report at the annual meeting.


Amended by Vote at General Membership Meeting
on September 6, 2007.



Thomas Ruiz, Chair