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EXHIBIT A- Opinion Letter RESOLUTIONS OF THE SHAREHOLDERS OF OLIG:ARCHY IRRIGATION COMPANY i.16 t/..5`7- - 1••CrittiGnio /5,-- NGnio ...phe Shareholders of Oligarchy Irrigation Company(Company),at a Shareholders'meeting held , 2016,located at ,Colorado,approved a modification to a loan from the Colorado Water Conservation Board (CWCB),authorizing the form and execution of a loan contract amendment and the appendices thereto; pledging certain funds as security for the repayment of amounts specified in the Loan Contract:Amendment No.1. At said meeting,the Shareholders charged that these resolutions are irrepealable during the term of the loan and, pursuant to the Company's bylaws,authorized the Board of Directors and officers,RESOLVED as follows: 1. to modify the terms of the Loan Contract No. CT2016-1597 with the Colorado Water Conservation Board, increasing the loan contract amount from$781,740.00 to$901,930.00,and 2. to levy and collect assessments from the shareholders in an amount sufficient to pay the annual amounts due and to pledge assessment revenues and the Company's right to receive said revenues for repayment of the loan,and 3. to place said pledged revenues in a special account separate and apart from other Company revenues,and 4. to make the annual payments required by the AMENDMENT TO PROMISSORY Nr TF and to make annual deposits to a debt service reserve fund,and 5. to pledge the annual shareholders assessments for debt service and the property of the Company described as COLLATERAL for the loan,and 6. to execute all documents as required, including the Loan Contract Amendment No.1 and all Amendment Appendices, including but not limited to, the Amended.Promissory Note,Amended Security Agreement, and Amended Deed of Trust necessary to convey a security interest in said property to the CWCB,and 7. to take such other actions and to execute such other documents as may be necessary to consummate and implement the loan. CERTIFICATION THE UNDERSIGNED,RESPECTIVELY,THE PRESIDENT AN)SECRETARY OF THE COMPANY,HEREAY CERTIFY THAT THE FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT A MEETING OF THE COMPANY'S SHAREHOLDERS DULY CALLED AND HELD AS ABOVE RECri ED,PURSUANT TO THE COMPANY'S BYLAWS,AND THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OR RESCINDED. GIVEN UNDER OUR HANDS AND THE SEAL OF THE COMPANY THE__D Y OF 2016. (SEAL) / 1 By Si . re A I-I'hST: Name: e. ` 4h1 By — --- Tide: � yt"�"'- Signa of Corporate Secretary • j Date: Date: Z. (2 • Appendix„ Page a of r