C150115 Feasibility Study - Laserfiche WebLink

Home Browse Search

filed with said Corporation prior to the date stated in the notice. The Board of Direc~ors may waive the need for such publication notice. suffer the involuntary transfer of, shares of stock in the Corporation to any person who is not a Shareholder of the corporation, except as follows: (a) If any Shareholder desires to transfer his/her or shares, or any portion thereof, to any person who is not either (1) a shareholder of the corporation, or (2) the Shareholder's successor in interest and title to the real property of the Shareholder which lies along and/or under the Ditch, such Shareholder shall first submit to the Corporation satisfactory evidence of the terms on which the proposed transfer is to take place including but not limited to the terms of any offer to purch~se such shares by such third person, the price agreed to be paid therefor. and proof of land ownership along The Riverside Ditch and Allen Extension. (b) No shares shall be transferred to any person other than the Corporation itself or the Shareholders of'the corporation until the Corporation and each of the Shareholders has been afforded an opportunity to purchase such shares and shall have declined to do so. . This shall be .done within a period of ten (10) business days from notice. 9.B DUPLICATE CONCLUSIVE AGAINST ORIGINAL. If no claim of interest or ownership other than that made by the person filing such notice or his legal representative or assignee .is filed with the.secretary of the Corporation prior to the date stated in the not~ce. the Corporation shall issue, on or after said date, a dup~icate certificate to said person or his legal representative or ~ss~~ee, and all rights under the original certificate shall ~nunedl.ately cease and determine and no person shall at any time thereafter assert any claim or demand against the Corporation or any other person on account of such original certificate. .9.9 PROOF OF RIGHT TO CERTIFICATE. 'The Corporation may requ~re any legal representative or assignee ofa Shareholder of record to prove his legal right to such certificate as a legal representative or assignee of said Shareholder of record. 9.10 TRANSFER OF STOCK. Subject to the terms of any Shareholder agreement relating to the transfer of shares or other transfer restrictions contained in the Articles of Incorporation or these Bylaws. shares of the Corporation shall be transferable on the books of the Corporation by the holder thereof in person or by his duly authorized attorney. upon the surrender and cancellation of a cert~ficate or certificates for a like number of shares. Upon presentat~on and surrender of a certificate or certificates for shares properly e~dors~d. together with a photostatic copy of the recorded deed eVl.denc~ng transfer of the water rights represented by suc:h shares, and pa:rnent ,!f all indebtedness owed to the company or adJusted to the sat1sfactl.on of the Board of Directors therefor the .t~ansfere~ sh~ll be entitled to a new certificate o~ cert~f1cates ~n l~eu thereof. As against the Corporation a tran~fer of shares can ~e made only on the books of the Corporation and l.n.the manner here~nabove provided, and the Corporation shall be entl.tled to treat the holder of record of any share as the owner the~eof and ~hall not.be bound to recognize any equitable or other cla~m to or ~nt~rest ~n such share on the part of any other person. whether or not ~t.shall have express or other notice thereof, save as expressly prov~ded by the statutes of the State of Colorado. 9: 11 RESTRICTION OF STOCK ~SFERS. Said company retains the author~ty to control and restrl.ct the sale, lease or transfer by a~y means, of the "right of use" of any and all water and w~ter rl.ghts now owned and controlled by said ditch and each individual me~er thereof, to third parties, of any nature, not owning lands lY1ng along and under the Riverside Ditch and Allen Extension of said Ditch hereinabove referred to or any enlargement or extension thereof. "Righ~ of us~" is def~ned as the right of a shareholder, a~ shareholder ~s defl.ned herel.nabove, to utilize water and water r~ghts upon and apply to, lands lying along and under the Riverside Dl.tch and Allen Extension 'of said Ditch hereinabove referred to or any enlargement or extension thereof the .Ditch". . A Shareholder shall not voluntarily transfer, or permit or -13- ARTICLE X ASSESSMENTS ~~~~~The Board of Directors shall reconunend to the stockholders 'at their annual meeting the amount of the assessments to be levied for the ensuing irrigation season for the operation, maintenance, repair. rehabilitation: and construction of the irrigation system and the assessment w~ll not become effective unless approved by a majority of the stock issued and outstanding represented either in person or by proxy at.said meeting; provided. however, that should th~ ~tockho.lder~ f~~l to make or authorize such assessments by the fl.rst of Apr1l ~n any year. then the Board of Directors shall have the power to make any assessment at any regular or special.meeting. The a~sessme~t will be levied against each shareholder l.n that proportl.on wh~ch the number of shares held by him bears to the total number of shares outstanding. The stockholders of record .on the books of the Corporation shall be entitled to at least ten day's notice of the levy of any such assessment, to be given prior to the time of payment of such assessment, either personally or by leaving at the place of residence of any such stockholder such notice with any member of such stockholder's family over the age of fifteen years. or by depositing such notice in the post office of Buena Vista. Colorado, addressed to such stockholder at the place of residence as evidenced by the stock record of this corporation. The said notice shall be in writing and shall state the pro rata share thereto to be paid by the stockholders thus notified. and shall also state the time or times required for the payment thereof. When. in the opinion of the Board of Directors or the Executive Committee. an emergency exists, then and ,in that event, personal notice shall be considered equivalent to written notice and the length of time may be shortened as the urgency' of the matter may require. -14-