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RESOLUTIONS OF THE BOARD OF DIRECTORS <br /> OF THE LAKE HENRY RESERVOIR COMPANY <br /> The Board of Directors of The Lake Henry Reservoir Company (Company), at a meeting held <br /> January 28, 2002, at Sugar City, Colorado, adopted the following resolutions concerning a <br /> loan in the amount of up to $490,000, not to exceed 75% of actual construction costs, from the <br /> State of Colorado Water Conservation Board (CWCB), for the purpose of rehabilitation of the <br /> Lake Henry Reservoir Dam. <br /> At said meeting, the Board charged that these resolutions are irrepealable during the term of <br /> the loan and, pursuant to the Company's bylaws, authorized the President and Corporate <br /> Secretary, RESOLVED 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$490,000, or such actual amount, more or less, as needed to <br /> finance up to 75% of the project costs, and <br /> 2. To levy and collect assessments from the Stockholders 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 COMPANY <br /> revenues, and <br /> 4. To make the annual payments required by the promissory note and to make annual deposits to <br /> a debt service reserve fund, and <br /> 5. To execute a deed of trust to convey a security interest to the CWCB in certain property owned <br /> by the Company, and <br /> 6. 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 /> 7. 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, THE PRESIDENT AND THE CORPORATE SECRETARY, RESPECTIVELY, HEREBY CERTIFY THAT THE <br /> FOREGOING ARE TRUE AND CORRECT COPIES OF RESOLUTIONS DULY ADOPTED AT A MEETING OF THE COMPANY'S <br /> BOARD OF DIRECTORS DULY CALLED AND HELD AS ABOVE RECITED, PURSUANT TO THE COMPANY'S BYLAWS, AND <br /> THAT SAID RESOLUTIONS HAVE NOT BEEN AMENDED OR RESCINDED. <br /> GIVEN UNDER OUR HANDS AND THE SEAL OF THE COMPANY THE DAY OF JANUARY 2002. <br /> By <br /> ( SEAL) Robert L. Robler, President <br /> ATTEST: <br /> By ( > �.. .1,b <br /> Allen L. Ringle, Corporal Secretary <br /> Appendix 3b to Loan Contract C150098 <br />