State of Idaho
CERTIFICATE OF INCORPORATION
OF
BEL-TANE FIRSTOWNERS ASSOCIATION, INC.
File number C 108429
I, PETE T. CENARRUSA, Secretary of State of the State of Idaho, hereby certify
that duplicate originals of Articles of Incorporation for the incorporation of BEL-TANE
FIRST OWNERS ASSOCIATION, INC. duly signed pursuant to the provisions of the
Idaho Nonprofit Corporation Act, have been received in this office and are found to
conform to law.
ACCORDINGLY and by virtue of the authority vested in me by law, I issu~ this
Certificate of Incorporation and attach hereto a duplicate original of the Articles of
Incorporation.
Dated: November 30, 1994
SECRETARY OF STATE
OF
ARTICLES OF INCORPORATION
BEL-TANE FIRST OWNERS ASSOCIATION, INC.
KNOW ALL MEN BY THESE PRESENTS that, GEORGE C. being
over the age of eighteen (18) years, and for the purposes of ~
formin.g a corporation under the Idaho Nonprofit corporation MIt,
hereby certifies and adopts in duplicate the following Articles
of Incorporation:
ARTICLE I
NAME
The name of the Corporation (hereinafter called the
“Association”) is BEL-TANE FIRST OWNERS ASSOCIATION, INC., and it
is a nonprofit corporation.
ART’ICLE II
DURAT’ION
The Association shall exist perpetually.
ARTICLE III
PURPOSES AND POWERS OF THE ASSOCIATION
This Association does not contemplate the distribution of
gains, profits, or dividends to its Members. The specific
primary purpose.s for which it is formed are to provide for the
acquisition, construction, management, operation, administration,
aintenance, repair, improvement, preservation, insurance, and
architectural control of Association property within that certain
platted subdivision situated in Bonner county, Idaho, commonly
known as Bel-Tane Acres, First Addition, and to promote the
health, safety and welfare of all residents within the abovedescribed
property and any additions thereto as may hereafter be
brought within the jurisdiction of this Association for such
purpose, all according to that certain Declaration of Covenants,
Conditions and Restrictions (the “Declaration”) recorded or to be
recorded with respect to said property in the Office of the
Recorder of Bonner County.
In furtherance of said purposes, this Association shall have
power to:
(a) Perform all of the duties and obligations of the
Association as set forth in the Declaration;
(b) Fix, levy, collect and enforce Assessents and
fines as set forth in the Declaration;
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(c) Pay all expenses and obligations incurred by the
Association in the conduct of its busine~s, including,
without limitation, all licenses, taxes or governmental
cbarges levied or imposed against tbe Association propert.y;
(d) Acquire (by gift, purcbase or otherwise), own,
bold, improve, build upon, operate, maintain, convey, sell,
lease, excbange, transfer, dedicate for public use or otherwise
dispose of real or personal property in connect.ion with
tbe affairs of the Association;
(e) Mak.e contracts and incur liabilities, borrow money
and mortgage, pledge, deed in trust, or bypotbecate any of
all of its real or personal propert.y as security for money
borrowed or debts incurred;
(f) Dedicate, sell, transfer, or grant easements over
all or any part of tbe sUbject property t.o a.ny pUblic
agency, authority or utility for sucb purposes and SUbject
to sucb conditions as may be agreed to by the Members;
(g) Participate in mergers and consolidations witb
otber nonprofit corporations organized for the same
purposes, or annex additional property to the property
managed by tbe Association;
(b) Have and exercise any and all powers, rights, and
privileges which a corporation organized under the Nonprofit
Corporation Act of the state of Idaho by law may now or
hereafter have or exercise.
ARTICLE IV
MEMBERS AND MEMBERSHIP
1. Non-stock Corporation. Participation in management and
ownership of the Association shall be by membership only. The
Association shall issue no stock and shall have no shareholders.
2. Membership . The OWner of a Lot shall automatically,
upon beco ing an Owner, be a Member of the Association, and shall
remain a Member thereof until such time as his ownership ceases
for any reason, at which time his membership in the Association
shall automatically cease. Membership shall be in accordance
with these Articles of Incorporation and the Bylaws of the
Association.
3. Transferred MemberShip. Membership in the Association
shall not be transferred, pledged, or alienated in any way, I
except upon the transfer of ownership of the Lot to which it is
appurtenant, and then only to the new Owner. Any attempt to ake
a prohibited transfer is void. In the event the owner of any Lot
should fail or refuse to transfer tbe membership registered in
his name to the purchaser if his Lot, the Association shall have
the right to record the transfer upon its books and thereupon the
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old membership outstanding in the name of the seller shall be
null and void.
4. One Class of Membership. The Association shall have
one (1) class of voting membership, with one vote being
attributable to each Lot covered by the Declaration.
5. Limitation of Payment to Dissenting Member. Membership
in the Association is appurtenant to and cannot be segregated
from ownership of a Lot within the jurisdiction of the Association.
Except upon dissolution of the Association, a dissenting
Member shall not be entitled to any return of any contribution or
other interest in the Association.
ARTICLE V
INITIAL REGISTERED OFFICE AND AGENT
The initial registered office of the Association shall be at
c/o Lukins & Annis, P.S., 250 Northwest BlVd., suite 102, Coeur
d’Alene, Idaho 83814, and the registered agent at such address
shall be Edward F. Wroe.
ARTICLE VI
BOARD OF MANAGERS; INCORPORATOR
The affairs of this Association shall initially be managed
by a Board of three (3) Managers, who shall be Members of the
Association, or agents of a corporate Member. The number of
Managers may be changed by the amendment of the Bylaws of the
Association. The names and addresses of the initial three (3)
Managers of the Association until the selection of their
successors, are:
George C. Alex
Sally Alex
Dale Gage
Address
South 2706 Pittsburgh
Spokane, Washington 99203
South 2706 Pittsburgh
Spokane, Washington 9’9203
East 3221 Tara Drive
Spokane, Washington 99223
The name and address of the incorporator of this Association
is as follows:
George C. Alex
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Address
South 2706 Pittsburgh
Spokane, Washington 99203
ARTICLE VII
INDEMNIFICATION
A Manager of the Association shall not be personally liable
to the Association for monetary damages arising from any conduct
as a Manager, except this limitation on liability shall not apply
to (i) acts or omissions involving intentional misconduct by the
Manager or a knowing violation of law by the Manager; or (ii) any
transaction from which the Manager will personally receive a
benefit in money, property, or services to which the Manager is
not legally entitled. If the Idaho Business Corporation Act
and/or the Idaho Nonprofit Corporation Act is amended to
authorize corporate action further eliminating or limiting the
personal liability of corporate Managers, then the liability of a
Manager of this Association shall be eliminated or limited to the
fullest extent permitted by such law or laws, as so amended.
Any repeal or modification of the foregoing paragraph shall
not adversely affect any right or protection of a Manager of the
Association existing at the time of such repeal or modification.
The Association has the power to indemnify, and to purchase
and aintain insurance for, its Managers, officers, trustees,
employees, and other persons and agents. Without limiting the
generality of the foregoing, the Association shall indemnify its
Managers against all liability, damages, and costs or expenses
(including attorneys fees) arising from or in any way connected
with service for, emploYment by, or other affiliation with this
Association to the maximum extent and under all circumstances
permitted by law.
ARTICLE VIII
DISSOLUTION
In the event of the dissolution, liquidation, or winding up
of the Association, after paying or adequately providing for the
debts and obligations of the Association, the Managers or person
in charge or the liquidation shall divide the remaining assets
among the members in accordance with their respective rights
thereto as established in the Declaration.
ARTICLE VIllI
AMENDMENT OF ARTICLES
These Articles ay be amended at any time and in any manner
by the vote of s ixty-seven percent (67%) of the total voting
power of the Association, or by the unanimous written assent of
the total voting power of the Association; provided, however, I
that the percentage of the voting power necessary to amend a
specific clause or provision herein shall not be less than the
percentage of affirmative votes prescribed for action to be taken
under said clause or provision; and provided further, that any
such amendment shall not be inconsistent with the law.
For the purpose of forming this Association under the laws
of the state of Idaho, I, the undersigned, being the incorporator
of this AS’;lOCiati0,a haJ executed these Articles of
Incorporate on on 1994.
E E. GAGE
CONSENT TO SERVE A.S REGISTERED AGENT
I, Edward. F’. Wroe, he.reby consent to serve as registe.red
age.nt in the State o,f Idaho, for the corporation known as BEL,TUE:
F’IRST OWNERS ASSQ’CIATIQ’N, INC. I understand that as agent
for the Associatio,n, it will be my re.sponsibility to receive
service of proce.ss in the name of the A.ssociationi to forward all
mail to the Asso,ciationi and to immediately notify the office of
the Secret.ary o,f state in the event of my resignation, or of any
cha.nges in the registered office address of th.e Association for
which I am agent.
DAT’ED: t..I~ n , 1994.
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Beltane Homeowners Association 