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<br />RESOLUTION <br /> <br />A RESOLUTION AUTHORIZING THE PRESIDENTj'''~<?~~.2".. ARY, EXECUTIVE <br />DIRECTOR AND GENERAL COUNSEL OF THE GROUND-wAlER MANAGEMENT <br />SUBDISTRICT OF CENTRAL COLORADO WATER CONSERVANCY BlSTRICT TO <br />TAKE CERTAIN ADMINISTRATIVE. ACTIONS NECESSARY FOR"'> THE <br />CONSUMATION OF THE COLORADO WATER CONSERVATION BOARD LOAN <br />TRANSACTION <br /> <br />WHEREAS, the Ground Water Management Subdistrict of the Central Colorado <br />Water Conservancy District in Weld, Adams and Morgan Counties, Colorado (the <br />"Subdistrict"), is a quasi-municipal corporation and political subdivision of the State of <br />Colorado (the "State"), acting pursuant to the provisions of Article 45 of Title 37, C.R.S. <br />(the "Water Conservancy Act"), and established for the purpose of providing the <br />beneficial use of water, conservation of water and construction of works within the <br />Subdistrict; and <br /> <br />WHEREAS, on July 15, 2003, the Board of Directors of the Subdistrict (the <br />"Board") resolved to seek a loan from the Colorado Water Conservation Board (the <br />"CWCB Loan") in a principal amount not to exceed $15,000,000; and . <br /> <br />WHEREAS, an opinion letter from bond counsel is necessary to close the CWCB <br />Loan, and bond counsel, in providing such letter, seeks certain assurances in the form <br />of a Certificate from the Board, the Executive Director, and general counsel; <br /> <br />WHEREAS, the Board desires to explicitly authorize the Board's President, the <br />Board's Secretary, the Subdistrict's Executive Director, and the Subdistrict's general <br />counsel to execute the Certificate proposed by bond counsel; <br /> <br />THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE <br />GROUND WATER MANAGEMENT SUBDISTRICT OF THE CENTRAL COLORADO <br />WATER CONSERVANCY DISTRICT IN THE COUNTIES OF WELD, ADAMS AND <br />MORGAN, AND THE STATE OF COLORADO: <br /> <br />1. The Board has reviewed the Certificate attached hereto as Exhibit "A," and <br />hereby authorizes the Board's President, the Board's Secretary, the Subdistrict's <br />Executive Director, and the Subdistrict's general counsel to execute the Certificate on <br />behalf of the Subdistrict. <br /> <br />2. All actions not inconsistent with the provisions of this Resolution <br />heretofore taken by the members of the Board and the officers and employees of the <br />Subdistrict and directed toward the purposes stated herein are hereby ratified, approved <br />and confirmed. <br /> <br />F:\KIM\CCWCO\CWCB Loan\Resolulion Certificate 030818.doc <br />