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e4l26I2606 15:46 3032803245 FORCE PAGE 61 <br />RESOLUTION O� THE SHA�H()LDEXts ,AMENDiNG �YLAWS OF T�E <br />HOPE DTl'CH CO � x <br />The S olders of Hope Ditch Company ("Company") at a Shareholders' mecting held <br />A r"/ 2006 at , Colorndo, adopted the following <br />resolucions concernii�ng amendments to Company's Bylaws. <br />NOW TI-�EREFORE, be it resolved by the Sh�ureholders of the Campany as £ollows: <br />1. <br />2. <br />Bylaw Article III, Scction 3 is heiceby am.ended to state as follows: <br />The nwnber of directors of the corporation shall not be less than five nor more <br />t�su seven as deterimined from tiuxe to time by resolution of the b�oard of <br />��ct�s. - The inrtial board of di;rectors, as designated by the Articles of <br />I�coiporation, shall consist o£ seven d'arectors. The directors shall serve for a term <br />of two years. � <br />Bylaw Article VI, Section 2 is herebY amended to state as follows: <br />No loans shall be contracted on behalf of the corporaxion and no ev�dence of <br />indebtedness shall be i,ssued in its name unless authorized by a resolution of the <br />board of ditectors. Such authority may be genexal or confined to specific <br />in.gtanc�s. <br />CEI�tTIFICATION <br />The undersi�ed, res�ective�y, the Presi.derrt and Secretary of the Comp�ny, hereby <br />certify that the foregoit�g are true and carrect copies of resolutio�ns duly ado�ted at a meeting of <br />the Compan�y's Shareholders duly called, not�ced and held as above-recited, pursuant to the <br />Company's Bylaws. <br />Given under or hand.s and the se�l of the Company the � day of <br />2006. <br />„ � -� �,�:' ; <br />� <br />. . :--� - � <br />— .,�. _ <br />•�A�`�L� <br />�: , ���� %��� � // L1_ <br />,,r� ►� <br />�� � � <br />. . ��� � <br />By: <br />� <br />s�� <br />