Article One: Name:

The name of the corporation is: Northwest Solar Group (herein after referred to as "NWSG" or "group" or "organization" or "corporation" for the purposes of these articles).

Article Two: Agent for service:

The name of the corporation's initial agent for service shall be

Article Three: Purpose:

The corporation is a non-profit organization formed to provide an educational forum to discuss and promote the use of active solar energy. The NWSG shall encourage all members to study and experiment with alternative energy. The NWSG shall educate people of all ages in the use and merits of solar energy systems by providing volunteers, information, and demonstrations to schools and community groups. We see the need for continuing scientific research and development for the advancement of alternative energy technology. The NWSG shall support the scientific community by publishing the realistic impact on households of its member-owned and operated systems. This corporation is organized exclusively for charitable, scientific, and educational purposes, including for such purposes, the making of distributions to organizations that qualify under section 501(c)(3) of the Internal Revenue Code, or any corresponding section of any future federal tax code. No proceeds of the corporation will enrich any individual, except that reasonable compensation may be paid for services to the corporation. If the corporation is dissolved any assets will be distributed to another corporation serving a similar purpose and qualifying as a tax exempt, charitable organization under the provisions of 501(c)(3) of the Internal Revenue Code.

Article Four: Membership:

The Corporation shall have three classes of membership:

Owner/Operator Members, Associate Members, and Members not in good standing.

Article Five: Board of Directors:

a. General authority:

The Board of Directors shall be responsible for establishing goals and operating policies for the Corporation, and shall have the general management and control of all the property and affairs of the Corporation.

b. Selection Process and Size:

Only Owner/Operator members may serve on the Board of Directors, and comprise a minimum of 50% of each permanent committee. Names of nominees will be put forth by the Nominating Committee, and each board member will be elected by a majority of the membership who are eligible to vote. There shall be five members elected to the board. The first three nominated and elected members shall serve a term of two years. The next two members nominated and elected members shall serve a term of one year. Upon the expiration of the first year, the expiring board member positions will become thereafter a two-year term.

c. Qualifications:

In addition to being a qualified Owner/Operator, Directors must have practical wisdom and mature judgment. They must be objective and inquisitive. Directors must possess the highest personal and professional ethical standards. Directors must be willing to devote a significant amount of time to carrying out their duties and responsibilities effectively.

d. Conflict of Interest:

The board expects NWSG directors and officers to act ethically at all times. If an actual or potential conflict of interest arises for a director, the director shall promptly inform the President. If a significant conflict exists and cannot be resolved, the director should resign. All directors will excuse themselves from any discussion or decision affecting their personal, business or professional interests. The board shall resolve any conflict of interest question involving a board member.

Article Six: Officers:

a. President:

Preside at board meetings, appoint committee chairpersons, and act as public spokesman for the organization.

b. Vice-President:

Preside at board meetings in the President's absence.

c. Secretary:

Maintains the organization's records, record board meeting minutes, distribute those minutes and announcements of upcoming meetings to the board.

d Treasurer:

Oversees the organizations financial aspects. Makes regular financial reports to the board. Serves as chairperson of the board Finance Committee.

Article Seven: Permanent Committees:

a. Nominating:

The nominating committee shall be comprised of two persons elected by the Board of Directors, and will serve for one year concurrent with the annual election cycle. The Nominating committee shall put forth a slate of qualified nominees for election to the board.

b. Audit:

The Audit committee shall inspect the active solar systems submitted by applicants to support a membership as an Owner/Operator. The Audit committee shall audit the Treasurer and Board activities to ensure all actions are in accordance with the Articles of Incorporation and Bylaws.

c. Finance:

The Finance committee shall assist the Treasurer in overseeing financial activities and marketing budgets. This committee shall monitor all capital projects. They will accept recommendations from the full membership for capital expenditures, and place before the board any recommendations deemed worthy for consideration by the full board.

d. Fundraising:

Prepare applications for grants, and design other fund raising activities for the group.

e. Program:

Develop outreach programs for schools and community groups. This committee shall oversee the coordination of events when a significant portion of the group's resources is being used.

Article Eight: Definitions:

a. Active Solar Systems:

1. Photo-voltaic panels converting the sun's energy to direct current, and through an inverter, to alternating current. 2. Hot water systems using direct sunlight with a pump or other mechanical device to assist in the movement of the heat or water. Passive systems are excluded.

b. Full Membership:

All members with voting rights. All members other than those not in good standing as defined in Article 4 above.