2026 Annual Meeting Information

Dear Orcas Center Member,

On July 23, 2026, the Orcas Center Board of Trustees approved Amended and Restated Articles of Incorporation of Orcas Center (“Articles”) and Amended and Restated Bylaws of Orcas Center (“Bylaws”).  In conjunction with the upcoming annual meeting of the membership, members are being asked to ratify both documents.

The Articles and Bylaws have been updated to reflect recent changes in the law as well as current governance and operation of Orcas Center, and to make them clearer and more user friendly.

The complete revised Articles and Bylaws are attached.  To help in your review, key provisions include the following:

• Consistent with Washington law, Board members are now referred to as “Directors” and not “Trustees.”

• The Board will have a minimum of seven and maximum of eleven Directors.

• Membership in Orcas Center may be based on monetary payment or volunteer service.

• Members can nominate, elect, and remove Directors.

• Members can call special membership meetings.

• Members can serve on the Board’s advisory committees, and attend Board meetings and raise concerns with the Board.

• Members can propose bylaw changes, and can vote to ratify bylaw amendments concerning members, membership meetings, and the Board of Directors.

• The Board will choose its officers and committees, and can amend related bylaw provisions.

• Members (along with the Board) can vote to dissolve the organization.
• The Articles may be amended by a vote of 2/3 of the Board of Directors.