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� <br />� <br />RESOLUTIONS OF THE BOARD OF DIRECTORS <br />OF THE .10SEPH W. BOWLES RESERVOIR COMPANY <br />The Board of Directors of The Joseph W. Bowles Reservoir Company (Company), at a <br />board meeting held May 12, 2009, at 7255 W. Grant Ranch Boulevard, Lakewood, Colorado, <br />adopted the following resolutions concerning a secured loan from the State of Colorado Water <br />Conservation Board (CWCB), for the purpose of constructing the Bowles No. 1 Dam and Inlet Ditch <br />Project in the arnount of $1,703,870 or such actual amo�nt, more or less, as may be needed by the <br />Company and available from the CWCB including the CWCB loan origination fee of 1% of the loan <br />amount. <br />At said meeting, the Board resolved that these resolutions are irrepealable during the <br />term of the loan and, pursuant to the Company's bylaws, authorized the Board of Directors and <br />officers, RESOIVED as follows: <br />1, to enter into and comply with the terms of a contract with the Colorado Water Conservation <br />Board for a loan in the amount of $1,703,870, or such actual amount, more or less, as needed <br />to finance the project costs, including the CWCB loan origination fee of 1%, and <br />2. to levy and collect assessments from the shareholders in an amount sufficient to pay the <br />annual amounts due under the Loan Contract, and to pledge assessment revenues and the <br />Company's right to receive said revenues for repayment of the loan, and <br />3. to place said pledged revenues in a special account separate and apart from other ConnPANY <br />revenues, and <br />4. to make the annual payments required by the promissory note and to make annual deposits to <br />a debt senrice reserve fund, and <br />5. to execute all documents as required by the loan contract, including, but not limited to, a <br />Security Agreement and a Promissory Note, and <br />6. to take such other actions and to execute such other documents as may be necessary to <br />consummate and implement the loan. <br />CERTIFICATION <br />THE UNDERSIGNED, RESPECTIVELY, THE PRESIDENT AND SECRETARY OF THE COMPANY, HEREBY <br />CERTIFY THAT THE FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT <br />A MEETING OF THE COMPANY'S BOARD OF DIRECTORS DULY CALLED AND HELD AS ABOVE RECITED, <br />PURSUANT TO THE COMPANY'S BYLAWS, AND THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OR <br />RESCINDED. <br />GIVEN UNDER OUR HANDS AND THE SEAL OF THE COMPANY THE � DAY OF 2009. <br />(SEAL) <br />AT�EST: <br />By <br />Ju ith imonson, Cor rate Secretary <br />� <br />B _. <br />Steven Koets, President <br />Appendix 3b to Loan Contract C150290 <br />