BOARD00205

• Board Meeting Date: 3/10/1998
• Description: CF Section - Boulder and Left-Hand Irrigation Company
• Board Meetings - Doc Type: Memo

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RESOLUTIONS OF srOCKHOLDERS
OF BOULDER AND LEFT HAND DITCH COMPANY

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The Stockholders of the Boulder and Left Hand Ditch Company at a meeting
held February 21, 1998, at Longmont, Colorado, adopted the following resolution
concerning a loan in the amount of up to $80,000 for the term of 15 years with
an interest rate not to exceed 4 percent and not to exceed 75 percent of actual
construction costs. The loan is to be from the State of Colorado Water
Conservation Board (CWCB) for the purpose of renovation and repair to ditch
company structures that are part of water delivery and water storage system of
Boulder and Left Hand Ditch Company.
At said meeting, the Stockholders 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 as follows:

l. RESOLVED, to enter into and comply with the terms of a contract with the
Colorado Water Conservation Board for a loan in the amount of up to $80,000,
not to exceed 75% of the actual construction costs, and

2. RESOLVED, to levy and collect assessments from the Stockholders in an
amount sufficient to pay the annual amounts due under the Loan Contract, .
and to pledge assessment revenues and the Company's right to receive said ..
revenues for repayment of the loan, and

3. RESOLVED, to place said pledged revenues in a special account separate and
apart from other COMPANY revenues, and

4. RESOLVED, to make the annual payments required by the promissory note
and to make annual deposits to a debt service reserve fund, and

5. RESOLVED, to pledge as collateral for the loan the Twin Lakes Dam and
Reservoir owned by the Company, and execute documents necessary to
convey a security interest in said property to the CWCB, and

6. RESOLVED, to execute all documents as required by the loan contract,
including, but not limited to, a Security Agreement, Assignment of Deposit
Account as Security, and a Promissory Note, and

7. RESOLVED, to take such other actions and to execute such other documents as
as may be necessary to consummate and implement the loan.

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