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BYLAWS <br /> OF <br /> The Las Animas Consolidated Canal Company <br /> • <br /> (a Colorado Mutual Ditch Company) <br /> ARTICLE I. IDENTIFICATION <br /> Section 1.01 The principal office of the Company shall be Denver,Colorado. <br /> Section 1.02 The purpose of-the Company shall be as stated in the Articles of Incorporation <br /> and any amendments thereto,filed with the Colorado Secretary of State. <br /> ARTICLE II. SHAREHOLDERS <br /> Section 2.01 Annual Meeting. The annual meeting of the shareholders of the Company <br /> shall be in such place as the Board of Directors may designate, during the last two weeks of <br /> January or first two weeks of February, each year on the date and at the time set by a resolution <br /> of the Board of Directors for the purpose of electing the Board of Directors and for the <br /> transaction of any other business which may properly come before it. <br /> Section 2.02 Special Meeting. Special meetings of the shareholders may be called at any <br /> time by the Board of Directors or upon the written demand of shareholders representing at least <br /> 5% of the votes entitled to be cast on any issue to be considered at a special meeting of the <br /> shareholders. <br /> Section 2.03 Notice of Meeting. Notice of all shareholders' meetings shall be given by the <br /> Secretary of the Company not more than thirty (30) days and not less than ten (10) days prior to <br /> the meeting by mailing notice of the meeting's date, time, place and purpose (in the case of <br /> special meetings)to the last known address of each shareholder as it appears in the records of the <br /> Company. <br /> Section 2.04 Action without a Meeting. Any action required or permitted to be taken at a <br /> shareholders' meeting may be taken without a meeting by obtaining the unanimous written <br /> consent of all shareholders. <br /> Section 2.05 Quorum. A quorum for the transaction of business at any meeting of the <br /> shareholders shall consist of those shareholders holding a majority of all issued and outstanding <br /> shares of the Company. <br /> Section 2.06 Voting. At any shareholders' meeting, each shareholder shall be entitled to <br /> cast one vote for each share of stock of which he/she is the owner of record as of the record date <br /> for any shareholders' meeting. Votes may be cast in person or by proxy. Each proxy shall be in <br /> writing, signed by the shareholder and delivered to the Secretary of the Company. <br /> Revised 2/6/2009 <br />