Homeowners Associations

RCW SECTIONS
64.38.005 Intent.
64.38.010 Definitions.
64.38.015 Association membership.
64.38.020 Association powers.
64.38.025 Board of directors -- Standard of care -- Restrictions -- Budget -- Removal from
board.
64.38.030 Association bylaws.
64.38.033 Flag of the United States -- Outdoor display -- Governing documents.
64.38.034 Political yard signs--Governing documents.
64.38.035 Association meetings -- Notice -- Board of directors.
64.38.040 Quorum for meeting.
64.38.045 Financial and other records -- Property of association -- Copies -- Examination --
Annual financial statement -- Accounts.
64.38.050 Violation -- Remedy -- Attorneys' fees.

NOTES:

Speed enforcement: RCW 46.61.419.

RCW 64.38.005
Intent.

The intent of this chapter is to provide consistent laws regarding the formation and legal
administration of homeowners' associations.

[1995 c 283 § 1.]

RCW 64.38.010
Definitions.
For purposes of this chapter:

(1) "Homeowners' association" or "association" means a corporation, unincorporated
association, or other legal entity, each member of which is an owner of residential real
property located within the association's jurisdiction, as described in the governing
documents, and by virtue of membership or ownership of property is obligated to pay real
property taxes, insurance premiums, maintenance costs, or for improvement of real
property other than that which is owned by the member. "Homeowners' association" does
not mean an association created under chapter 64.32 or 64.34 RCW.

(2) "Governing documents" means the articles of incorporation, bylaws, plat, declaration of
covenants, conditions, and restrictions, rules and regulations of the association, or other
written instrument by which the association has the authority to exercise any of the powers
provided for in this chapter or to manage, maintain, or otherwise affect the property under
its jurisdiction.

(3) "Board of directors" or "board" means the body, regardless of name, with primary
authority to manage the affairs of the association.

(4) "Common areas" means property owned, or otherwise maintained, repaired or
administered by the association.

(5) "Common expense" means the costs incurred by the association to exercise any of the
powers provided for in this chapter.

(6) "Residential real property" means any real property, the use of which is limited by law,
covenant or otherwise to primarily residential or recreational purposes.

[1995 c 283 § 2.]

RCW 64.38.015
Association membership.
The membership of an association at all times shall consist exclusively of the owners of all
real property over which the association has jurisdiction, both developed and undeveloped.

[1995 c 283 § 3.]

RCW 64.38.020
Association powers.
Unless otherwise provided in the governing documents, an association may:

(1) Adopt and amend bylaws, rules, and regulations;

(2) Adopt and amend budgets for revenues, expenditures, and reserves, and impose and
collect assessments for common expenses from owners;

(3) Hire and discharge or contract with managing agents and other employees, agents, and
independent contractors;

(4) Institute, defend, or intervene in litigation or administrative proceedings in its own name
on behalf of itself or two or more owners on matters affecting the homeowners' association,
but not on behalf of owners involved in disputes that are not the responsibility of the
association;

(5) Make contracts and incur liabilities;

(6) Regulate the use, maintenance, repair, replacement, and modification of common areas;

(7) Cause additional improvements to be made as a part of the common areas;

(8) Acquire, hold, encumber, and convey in its own name any right, title, or interest to real
or personal property;

(9) Grant easements, leases, licenses, and concessions through or over the common areas
and petition for or consent to the vacation of streets and alleys;

(10) Impose and collect any payments, fees, or charges for the use, rental, or operation of
the common areas;

(11) Impose and collect charges for late payments of assessments and, after notice and an
opportunity to be heard by the board of directors or by the representative designated by
the board of directors and in accordance with the procedures as provided in the bylaws or
rules and regulations adopted by the board of directors, levy reasonable fines in
accordance with a previously established schedule adopted by the board of directors and
furnished to the owners for violation of the bylaws, rules, and regulations of the association;

(12) Exercise any other powers conferred by the bylaws;

(13) Exercise all other powers that may be exercised in this state by the same type of
corporation as the association; and

(14) Exercise any other powers necessary and proper for the governance and operation of
the association.

[1995 c 283 § 4.]

NOTES:

Speed enforcement: RCW 46.61.419.
RCW 64.38.025
Board of directors -- Standard of care -- Restrictions -- Budget -- Removal from board.

(1) Except as provided in the association's governing documents or this chapter, the board
of directors shall act in all instances on behalf of the association. In the performance of their
duties, the officers and members of the board of directors shall exercise the degree of care
and loyalty required of an officer or director of a corporation organized under chapter 24.03
RCW.

(2) The board of directors shall not act on behalf of the association to amend the articles of
incorporation, to take any action that requires the vote or approval of the owners, to
terminate the association, to elect members of the board of directors, or to determine the
qualifications, powers, and duties, or terms of office of members of the board of directors;
but the board of directors may fill vacancies in its membership of the unexpired portion of
any term.

(3) Within thirty days after adoption by the board of directors of any proposed regular or
special budget of the association, the board shall set a date for a meeting of the owners to
consider ratification of the budget not less than fourteen nor more than sixty days after
mailing of the summary. Unless at that meeting the owners of a majority of the votes in the
association are allocated or any larger percentage specified in the governing documents
reject the budget, in person or by proxy, the budget is ratified, whether or not a quorum is
present. In the event the proposed budget is rejected or the required notice is not given,
the periodic budget last ratified by the owners shall be continued until such time as the
owners ratify a subsequent budget proposed by the board of directors.

(4) The owners by a majority vote of the voting power in the association present, in person
or by proxy, and entitled to vote at any meeting of the owners at which a quorum is present,
may remove any member of the board of directors with or without cause.

[1995 c 283 § 5.]

RCW 64.38.030
Association bylaws.
Unless provided for in the governing documents, the bylaws of the association shall provide
for:

(1) The number, qualifications, powers and duties, terms of office, and manner of electing
and removing the board of directors and officers and filling vacancies;

(2) Election by the board of directors of the officers of the association as the bylaws specify;

(3) Which, if any, of its powers the board of directors or officers may delegate to other
persons or to a managing agent;

(4) Which of its officers may prepare, execute, certify, and record amendments to the
governing documents on behalf of the association;

(5) The method of amending the bylaws; and

(6) Subject to the provisions of the governing documents, any other matters the association
deems necessary and appropriate.

[1995 c 283 § 6.]

RCW 64.38.033
Flag of the United States -- Outdoor display -- Governing documents.
(1) The governing documents may not prohibit the outdoor display of the flag of the United
States by an owner or resident on the owner's or resident's property if the flag is displayed
in a manner consistent with federal flag display law, 4 U.S.C. Sec. 1 et seq. The governing
documents may include reasonable rules and regulations, consistent with 4 U.S.C. Sec. 1 et
seq., regarding the placement and manner of display of the flag of the United States.

(2) The governing documents may not prohibit the installation of a flagpole for the display
of the flag of the United States. The governing documents may include reasonable rules
and regulations regarding the location and the size of the flagpole.

(3) For purposes of this section, "flag of the United States" means the flag of the United
States as defined in federal flag display law, 4 U.S.C. Sec. 1 et seq., that is made of fabric,
cloth, or paper and that is displayed from a staff or flagpole or in a window. For purposes of
this section, "flag of the United States" does not mean a flag depiction or emblem made of
lights, paint, roofing, siding, paving materials, flora, or balloons, or of any similar building,
landscaping, or decorative component.

(4) The provisions of this section shall be construed to apply retroactively to any governing
documents in effect on June 10, 2004. Any provision in a governing document in effect on
June 10, 2004, that is inconsistent with this section shall be void and unenforceable.

[2004 c 169 § 1.]

RCW 64.38.034
Political yard signs--Governing documents.
(1) The governing documents may not prohibit the outdoor display of political yard signs by
an owner or resident on the owner's or resident's property before any primary or general
election. The governing documents may include reasonable rules and regulations
regarding the placement and manner of display of political yard signs.

(2) This section applies retroactively to any governing documents in effect on July 24, 2005.
Any provision in a governing document in effect on July 24, 2005, that is inconsistent with
this section is void and unenforceable.

[2005 c 179 § 1.]

RCW 64.38.035
Association meetings -- Notice -- Board of directors.
(1) A meeting of the association must be held at least once each year. Special meetings of
the association may be called by the president, a majority of the board of directors, or by
owners having ten percent of the votes in the association. Not less than fourteen nor more
than sixty days in advance of any meeting, the secretary or other officers specified in the
bylaws shall cause notice to be hand-delivered or sent prepaid by first class United States
mail to the mailing address of each owner or to any other mailing address designated in
writing by the owner. The notice of any meeting shall state the time and place of the
meeting and the business to be placed on the agenda by the board of directors for a vote
by the owners, including the general nature of any proposed amendment to the articles of
incorporation, bylaws, any budget or changes in the previously approved budget that result
in a change in assessment obligation, and any proposal to remove a director.

(2) Except as provided in this subsection, all meetings of the board of directors shall be
open for observation by all owners of record and their authorized agents. The board of
directors shall keep minutes of all actions taken by the board, which shall be available to all
owners. Upon the affirmative vote in open meeting to assemble in closed session, the board
of directors may convene in closed executive session to consider personnel matters;
consult with legal counsel or consider communications with legal counsel; and discuss likely
or pending litigation, matters involving possible violations of the governing documents of the
association, and matters involving the possible liability of an owner to the association. The
motion shall state specifically the purpose for the closed session. Reference to the motion
and the stated purpose for the closed session shall be included in the minutes. The board
of directors shall restrict the consideration of matters during the closed portions of meetings
only to those purposes specifically exempted and stated in the motion. No motion, or other
action adopted, passed, or agreed to in closed session may become effective unless the
board of directors, following the closed session, reconvenes in open meeting and votes in
the open meeting on such motion, or other action which is reasonably identified. The
requirements of this subsection shall not require the disclosure of information in violation of
law or which is otherwise exempt from disclosure.

[1995 c 283 § 7.]

RCW 64.38.040
Quorum for meeting.
Unless the governing documents specify a different percentage, a quorum is present
throughout any meeting of the association if the owners to which thirty-four percent of the
votes of the association are allocated are present in person or by proxy at the beginning of
the meeting.

[1995 c 283 § 8.]

RCW 64.38.045
Financial and other records -- Property of association -- Copies -- Examination -- Annual
financial statement -- Accounts.
(1) The association or its managing agent shall keep financial and other records sufficiently
detailed to enable the association to fully declare to each owner the true statement of its
financial status. All financial and other records of the association, including but not limited to
checks, bank records, and invoices, in whatever form they are kept, are the property of the
association. Each association managing agent shall turn over all original books and records
to the association immediately upon termination of the management relationship with the
association, or upon such other demand as is made by the board of directors. An
association managing agent is entitled to keep copies of association records. All records
which the managing agent has turned over to the association shall be made reasonably
available for the examination and copying by the managing agent.

(2) All records of the association, including the names and addresses of owners and other
occupants of the lots, shall be available for examination by all owners, holders of mortgages
on the lots, and their respective authorized agents on reasonable advance notice during
normal working hours at the offices of the association or its managing agent. The
association shall not release the unlisted telephone number of any owner. The association
may impose and collect a reasonable charge for copies and any reasonable costs incurred
by the association in providing access to records.

(3) At least annually, the association shall prepare, or cause to be prepared, a financial
statement of the association. The financial statements of associations with annual
assessments of fifty thousand dollars or more shall be audited at least annually by an
independent certified public accountant, but the audit may be waived if sixty-seven percent
of the votes cast by owners, in person or by proxy, at a meeting of the association at which
a quorum is present, vote each year to waive the audit.

(4) The funds of the association shall be kept in accounts in the name of the association
and shall not be commingled with the funds of any other association, nor with the funds of
any manager of the association or any other person responsible for the custody of such
funds.

[1995 c 283 § 9.]

RCW 64.38.050
Violation -- Remedy -- Attorneys' fees.
Any violation of the provisions of this chapter entitles an aggrieved party to any remedy
provided by law or in equity. The court, in an appropriate case, may award reasonable
attorneys' fees to the prevailing party.

[1995 c 283 § 10.]

Washington Homeowners' Associations Statute
Chapter 64.38 RCW

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