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Section 2.07 Record Date. For the purpose of determining the shareholders entitled to vote <br /> at any meeting of the shareholders, determining shareholders entitled to notice of the meeting, or <br /> in order to make a determination of shareholders for any other purpose, the record date for any <br /> • <br /> such determination of shareholders, such date, in any case, shall be fifteen (15) days prior to the <br /> meeting date or action requiring a determination of the shareholders. <br /> ARTICLE III. BOARD OF DIRECTORS <br /> Section 3.01 Powers; Duties. The affairs of the Company shall be managed by its Board of <br /> Directors. The Board of Directors shall have the power to estimate, make and levy assessments <br /> against the shareholders of the Company, at the annual meeting of the Board of Directors and at <br /> such other times as the Board of Directors determines to be appropriate. The Board of Directors <br /> shall have the power to make and adopt such rules and regulations consistent with applicable <br /> law, the Articles of Incorporation or these Bylaws, as it may deem desirable for the management <br /> of the business and affairs of the Company. The Board of Directors shall hear and determine <br /> complaints of shareholders regarding non-service or improper service of water distribution. <br /> Section 3.02 Directors. The Board of Directors shall consist of five (5) directors and shall <br /> be elected at each annual meeting of the shareholders by cumulative vote. <br /> Section 3.03 Eligibility; Term. No person shall be eligible for election to the Board of <br /> Directors unless at the time of election, he/she is a bona fide shareholder of the Company or an <br /> employee or designated representative of a shareholder of the Company. Members of the Board <br /> of Directors shall serve for a term of one (1) year from the date of election and until his/her <br /> successor is duly elected and qualified. <br /> Section 3.04 Vacancies. In the case of any vacancy that will occur at a specific later <br /> date by reason of a resignation effective at a later date, the resigning Director shall appoint a <br /> successor Director to fill such vacancy for the unexpired portion of the term of the directorship <br /> which shall become vacant, so long as the successor Director is a Stockholder in this Company <br /> or an employee or designated representative of a Stockholder of this Company. Notwithstanding <br /> the foregoing, in the case of any vacancy created by the death or disqualification of a Director <br /> who is also an employee or designated representative of a Stockholder of this Company, such <br /> Stockholder shall appoint a successor Director to fill such vacancy for the unexpired portion of <br /> the term of the directorship so vacated. Furthermore, in the case of a vacancy created by the <br /> death or disqualification of a Director who is not an employee or designated representative of a <br /> Stockholder in this Company or in the case of a vacancy arising from the creation of a new <br /> directorship,the other Directors, by affirmative vote of a majority thereof, must fill such vacancy <br /> for the unexpired portion of the term of directorship which is vacant, and until election of and <br /> qualification of a successor Director. <br /> Section 3.05 Annual and Regular Meetings. The annual meeting of the Board of Directors <br /> shall be held immediately after the annual meeting of the shareholders or such other date and <br /> time as the Board of Directors may designate. Regular meetings of the Board of Directors shall <br /> be held at such place and at such times as the Board of Directors may,from time to time,require. <br /> Revised 2/6/2009 2 <br />