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of the Secretary, the presiding officer may appoint any person to act as Secretary of the meeting. Section 6. Voting. L•'ach stockholder entitled to vote may vote in person or by proxy appointed by instrument in writing subscribed by such stockholder or by }pis duly authorized attorney and delivered to the Secretary before the meeting. Except upon an election of directors, voting at any meeting of stockholders need not be by ballot unless specifically requested by a qualified voter or otherwise required by the law3 of the State of Colorado. Section 7. Directors. There shall be five (5) directors e.l.ectecl al- c~ch annual meeting of stockholders as provided in the Certi•- ficaL-c of Incorporation. Each director so elected shall serve for a term of one (1) year and until his succes:cor shall have been duly elected. AP.TICLE II lloard of Directors Section 1. Authority. The lloard of Directors shall exercise the general corporate powers of the Corporation; and excepL• when reserved try latr or Ley the CertiLicate oC Incorpor~tt:i.on to the stockltolclcrs, the Board of Directors shall, without special authority from the stockhol- ders, 1~<eve power to borrow money, mortgage, pledge or otherwise encumber tlrc: assets of the Corporation and promuly~rte :;uch regulations concerning Che op~raLions of the. Corporation as may be deemed advisable. ~c~cki.on 7.. Intere::L-, too director o[ this; Corporal:ian shall lie il.isclua.li!'.ie~l by hi:: oCf ice L•row contracti.r:g ~.rith this Carporati.on ~_it,rar: .r :: vc~n~lor, pur.c•:c-..isc'C' UZ' OLIr.'rw1SC; anti no L•ran::acL-ion h~nttre_•r. i:hi.:; Corpor.r~tion ;rnd <-rny otLc:r company shall be invalidatE•d by t:hc Lzc•i_ tlrnt ~~ny of. the dirr_ctu.rs of Lhis Corporation ere interested i.n or ~.re ciir.•ctors or officers cf such other company; that any director nt' t:his Corporation, individually or any firm of which he may Lre a rr.•.:nl~er, may be a party to or pecuniarily or of}rerwise interested in arrv contract or transaction of this Corporation, provided tt-at the - 2 -