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. •-+ <br />�oeK 53 ( ��.���� 0 <br />• meetings of the members. There shall be three directors. <br />Until the first annual meeting after the date on which six <br />(6) of the tc�entv-two (22) lots in the Lazy O Ranch have <br />been deeded by Lazy O Cattle Company (hereinafter referred <br />to as "LOCC"j, to other lot owners, LOCC shall elect two (2) <br />directors and lot owners shall elect the remaining director. <br />In the event LOCC does not choose to elect two (2j <br />directors, LOCC may assign to the lot owners, the power to <br />elect one or both directors. Thereafter all three (3� ' <br />directors sha11 be elected by the lot owners. Cumulative� <br />voting shall not be permitted. Each director sna11 be <br />Elected to serve for one (1) year or until his successor <br />sha11 be elected and snall qualify. A director need not be <br />a member of the cerporation. <br />C. Vacanc�i. Any vacancy occurring in the Board cf <br />Directors shall be filled by the vote of the members <br />entitled to vote. A director elected to fill a vacancy <br />shall be elected for the unexpired term of his predecessor <br />ir_ office. <br />D• Removal or Directors. Subject to the rights o£ <br />LOCC stated hereir, and the provisions of the Protective <br />Covenants whicn shall be cor.trolling, when the notice of the <br />• meeting ind?cates �he purpose, the entire Board of Directors <br />or any lesser number may be removed, with or without cause,. <br />at any meeting o� the members, by a vote of the majority of <br />the members presen� in person or by proxy then entitled to <br />vote at an elec�ion or directors. <br />E. Annual ��?eetinq. After each annual election of tne <br />directors, the Board of Directors shall meet for the purpose <br />of organization, the election of officers and the <br />transaction of any other business. <br />F• Regular !�eetinqs. Regular mee�ir.as of the Board of <br />Direc�ors may be i:eld without notice at such time and place <br />as shal� rrom time to time be determir.ed b,✓ the Board, <br />G. SDecial r;eetin s. Special meetir.gs oL the Board of <br />Directors may be called b�: �he cnairman of the Board of <br />Directors on rive (5) days' notice to each director, either <br />personally or by mail or by telegram and sha�l be calleci bv <br />the chairman of the Board of Directors or the secretary in <br />the same manr.er and with the same notice on the written <br />request of �any �;ao directors. <br />I I <br />� <br />. H• Place of Meetin s.� Meetings, including <br />organizatioral mee�ings, o�f the•Board of Directors may be � <br />• held at such place or places either within or without the _ <br />State of Colorado as shall �rom time to time be determined <br />hy the Eoard or as shall be fixed by the chairman oi the <br />Board of Directors and designated in the notice of the <br />meeting. <br />L•azy O Art. Inc. 4/13/87 <br />D�.,o d <br />