C150115 Feasibility Study

• Contract/PO #: C150115
• Contractor Name: Riverside Ditch and Allen Extension Company, The
• Contract Type: Loan
• Water District: 11
• County: Chaffee
• Bill Number: MC3
• Loan Projects - Doc Type: Feasibility Study

designated. At each annual meeting one director shall be elected
to serve for three years or until his successor shall be dully
elected and qualified. Each Director shall be elected from the
shareholders of the company and shall cease to be Director when and
at any time his membership in the company shall be terminated for
any reason whatsoever.
Directors shall be natural persons. eighteen (lB) years of age
or older. and a resident of colorado.

3.3 REGULAR MEETINGS. A regular meeting of the Board of
Directors shall be held without other notice than this Bylaw.
immediately after. and at the same place as. the annual meeting of
Shareholders for the purpose of organization, election of corporate
officers. election or appointment of other officers. agents or
employees and for any other proper business.

3.4 SPECIAL MEETINGS. Special meetings of the Board of
Directors may be called by or at the request of the president or
any two Directors. The person or persons authorized to call
special meetings of the Board of Directors may fix any place for
holding any special meeting of the Board of Directors called by
them.

3.5 NOTICE. Notice of any special meeting shall be given at
least. two (2) days previously thereto by written notice delivered
personally or mailed to each Director at his business address. If
,!,ailed.s~ch notice shall be deemed to be delivered when deposited
1n the Un1ted States mail in a sealed envelope so addressed. with
postage thereon prepaid. Any Director may waive notice of any
meeting. The attendance of a Director at any meeting shall
constitute a waiver of notice of such meeting. except where a
Director attends a meeting for the express purpose of. objecting to
the transaction of any business because the meeting is not lawfully
called or convened. Neither the business to be transacted at. nor
t~e purpose of. any regular or special meeting of the Board of
, D1rectors need be specified in the notice or waiver of notice of
such meeting.

~.6 QUORUM. A majority of the Board of Directors shall
const1tute a quorum for the transaction of business at any meeting
of the Board of Directors. provided. that ~f less than a majority
o~ the Directors are present at said meeting. a majority of the
D1rectors present may adjourn the meeti~g for a period not to
exceed sixty (60) days without further not1ce.

3 .7' MANNER OF ACTING. Except as otherwise required by law or
..b~ the Articles of Incorporation. the act of the majority of the
D1rectors present at a meeting at which a quorum is present shall
be the act of the Board of Directors.

3.B COMPENSATION. Directors as such shall not r~ceive any
stated salaries for their services. '

3 . 9 INFORMAL ACTION BY DIRECTORS. Any action required to be
taken at a meeting of the Board of Directors mayPe taken without a

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meeting if a consent in writing. setting forth the action so taken.
shall be signed by all of the Directors. Such consent shall have
the same force and effect as a unanimous vote of the Directors.

..'

3.10 PARTICIPATION BY ELECTRONIC MEANS. Any members of the
Board of Directors or any committee designated by such Board may
participate in a meeting of the Board of Directors or committee by
means of telephone conference or similar communications equipment
by which all persons participating in the meeting can hear each
other at the same time. Such participation shall constitute
presence in person at the meeting.

3.11 VACANCIES. Any vacancy occurring in the Board of
Directors may be filled by the affirmative vote of a majodty of
the remaining Directors though less than. a quorum of the Board of
Directors. A Director elected to fill a vacancy shall be elected
for the unexpired term of his predecessor in office. Any
directorship to be filled by reason of. an increase in the number of
directors may be filled by the affirmative vote of a majority of
the Directors then in office or by an election at an annual meeting
or at a special meeting called for that purpose. A Director chosen
to fill a position resulting from an increase in the number of
directors shall hold office until the next election of Directors by
the shareholders and until his successor shall have been elected
and qualified.

3.12 RESIGNATION. Any director of the corporation may resign
at any time by giving written notice to the President or the
Secretary of the Corporation. The resignation .of any Director
shall take effect upon receipt of notice thereof or at such later
time as shall be specified in such notice; and. unless otherwise
specified therein. the acceptance of such resignation shall not be
necessary to make it effective. when one or more Directors shall
resign from the Board. effective at a future date. a majority of
the Directors then in office. including those who have so resigned.
shall have power to fill such vacancy or vacancies. the results of
the vote thereon to take effect when such resignation or
resignations shall become effective.

3.13 REMOVAL OF DIRECTORS. Any Director or officer may be
removed from office in the following manner: Any member may bring
charges against any Director or officer by filing them in writing
with the Secretary of the Company. together with a petition signed
by 25% of the Shareholders. requesting the removal of the Director
or office in question. such removal shall be voted upon at the
next regular or special meeting of the Shareholders and shall be
effective if approved by a vote of a majority of the Shareholders
present at such meeting. The Director or officer against whom such
charges have been brought shall be informed in writing of such
charges five (5) days prior to the meeting and shall have the
opportunity at such meeting to be heard in person or by counsel and
to present witnesses; and the person or persons bringing such
charges.. against him shall have the same opportunity. If the
removal..Qf a Director is approved such action shall also vacate any
other office held by the removed Director in the company. A

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