C150208 Feasibility Study

• Contract/PO #: C150208
• Contractor Name: High Line Canal Company
• Contract Type: Loan
• Water District: 17
• County: Otero
• Loan Projects - Doc Type: Feasibility Study

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successor who shall hold during the pleasure of
the hoard.
SECl'ION 5 - Quorum: A majority of all of
the memhers of the hoard shall constitute a quo-
rum, but a less numher than a quorum may adjourn
. from day to day or from time .to time until a quo-
rum is present.
SECl'ION 6: The president shall he a memher
of the hoard of directors and shall have the same
right to vote as other members of the hoard.
SECl'ION 7 - TnmsCer of Stock: The hoard
of directors shall make all needful rules for the
transfer of the stock of the Company and for the
issuance of certificates of stock in the first instance.
It shall require such proof of ownership of such
stock from persons claiming the same as it shall in
its discretion prescrihe. It shall adopt such rules
as in its judgment may he necessary for the safe
and proper conduct of the affairs of the Company,
and for the construction, repair, and operation of
the Company's system, including the delivery of
water therefrom to stockholders entitled to the
same. The transfer of any and all stock shall he
subject to the delivery of water in the Counties of
Otero and Pueblo for irrigation and domestic pur-
poses only.

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the hoard of directors; the secretary and treasurer
may or may not he members of the hoard of direc-
tors; the superintendent shall not he a member of
the hoard of directOIs. Said officers shall hold their
respecti~e offices until their successors are elected
and enter upon the duties of their offices, unless
sooner removed. Any two of said offices may he
held by one person at the same time.
SECl'ION 11 - Committees: The boanl of
directors shall have the power to delegate author-
ity to do and perfonn special acts not inconsistent
with law, to special committees appointed by the
hoard.
SECl'ION 12 - Director Liable: A director
ofthis corporation shall not he personally liable to
the corporation or to its shareholders for monetary
damages for breach of fiduciary duty as a director,
except flX' liability to this corporation lX' to its share-
holders for monetary damages for (i) any breach
of the director's duty or loyalty to the corporation
or to its shareholders; (ii) acts lX' omissions not in
good faith or which involve intentional miscon-
duct or a knowing violation oflaw; (iii) acts speci-
fied in Section 7-5-114 of the Colorado Corpora-
tion Code; or (iv) any transaction from which the
director derived an improper personal benefit.

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SECTION 8- FiD8DCIaJ Statement: Ateach
annual meeting of the stockholders the hoard of
directors shaII cause to he presented a general fi-
nancial statement of the company, which statement
shall he in writing and shall he filed with the sec-
retary and he by him preserved.
SECTION 9 - MeetiDgs: The regular meet-
ings of the hoard of directors shall he held at the
office of this Company on the first Monday in each
month. Special meetings of the hoard of directors
may be called by any two directors by delivering a
written request for such meeting to the secretary
three days in advance. stating the object thereof.
When all of the directors, however called or noti-
fied, are present. at any meeting, or if not all
present, when the directors shall all sign a wriuen
consent thereto lX' ratification of the proceedings
thereof on or to he attached to the records of such
meeting, the acts of such meeting shall he as valid
as if duly called and as if all of the directors had
been duly notified and were present.
SECl'ION 10 - Election of OIIIcen: The
hoard of directors, at its first meeting after each
annual election, shall elect a president, vice-pres;-
dent, secretary, treasurer and superintendent. The
president and vice-president shall he members of

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ARTICLE m

Duties 01 Offieen
SECl'ION 1- President: The president, wben
present, shall preside at all meetings of the hoard
of directors; he shall, under direction of the hoard
of directors, have the general care and supervision
ofthe affairs of the company and of its employees,
and shall perfonn such other duties as are pre-
scribed by law and as the hoard may from time to
time lawfully authorize.
SECl'ION 2 - VICe-President: The vice-
president shall. in the absence of the president, pre-
side at the meetings of the board, and shall, in the
absence of the president, perform any acts which
the president mighl do if present, and he shall per-
form such other duties as the hoard of directors
may from time to time lawfully prescrihe.
SECl'ION3-SecreUry: The secretary shall
attend all meetings of the stockholders and of the
board of directors and shall keep true and fair record
of the proceedings of such meetings; shall have
charge of all books. papers, and documents belong-
ing to the company; shall give notice to the stock-
holders of assessments levied at stockholders'
meetings and shall collect the same; shall make