Washington Code 24.03A.375 – Termination and suspension of membership
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(1) A membership in a membership corporation may be terminated or suspended for the reasons and in the manner provided in the articles or bylaws.
Terms Used In Washington Code 24.03A.375
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
(2) A membership in a membership corporation may also be terminated, regardless of the procedure set forth in the articles or bylaws, if:
(a) The corporation has had no contact from the member for at least three years; and
(b) Either:
(i) The member fails to respond within ninety days to a request from the corporation to update the member’s contact information that includes a statement that failure to respond could result in termination of membership, delivered to that member by means reasonably likely to reach that member; or
(ii) A request from the corporation to update the member’s contact information that includes a statement that failure to respond could result in termination of membership, sent to that member by first-class forwardable mail, with postage prepaid, is returned as undeliverable; or
(iii) If members, or a class of members, are not identified individually on the records of the corporation, a request from the corporation for members to provide contact information that includes a statement that failure to respond could result in termination of membership is published once a week for six consecutive weeks in a newspaper of general circulation in the county in which the corporation’s principal office is located.
(3) Unless otherwise provided in the articles or bylaws, if the articles or bylaws allow the board or any other body to admit members, the affirmative vote of two-thirds of that body may terminate a member [membership].
(4) Irrespective of anything to the contrary in the articles or bylaws, in any proceeding involving a corporation or upon application from the corporation, the court may order termination of a member [membership] of the corporation in the best interests of the corporation.
(5) A proceeding challenging a termination or suspension for any reason must be commenced within one year after the effective date of the termination or suspension.
(6) The termination or suspension of a member [membership] does not relieve the member from any obligations incurred or commitments made before the termination or suspension.
NOTES:
Effective date—2021 c 176: See note following RCW 24.03A.005.