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RULES AND REGULATIONS OF BEAVER PARK WATER, INC. All headgates will be under the exclusive control of the water superintendent of the Company. They shall at no time be turned on or off except by notifying the superintendent and receiving his consent therefor. Any user of water in the Company's system who interferes or changes.the headgate setting~ or otherwise interfered with the apportionment of water shall be subject to the following: On the first offense, the violator will he warned, and the headgate of the violator shall be closed until he shall satisfy the Board that no further violations shall occur. On the second offense, one full irrigation shall be forfeited by the violator and sanctions may be imposed by the Board in accordance with the Colorado Statutes. On the third offense, the violator shall lose one full irrigation season and such further sanctions as the Board may determine in compliance with Colorado law. "- ~, ARTICLE V Cumulative voting of shares of stock is not authorized. Treasury shares shall not be voted at any meeting. -;- ARTICLE VI The shareholders of any stock of the corpor- ation shall have no pre-emptive right to acquire additional or treasury shares or to subscribe as such for the purchase of any part of any new or additional issue of stock or securities convertible to stock, whether nOw or hereafter authorized and whether issued for cash, property, services, by way of dividends or otherwise. . ARTICLE VII The address of the initial registered office, which is also the address of the place of business, is Box 286, Penrose, Colorado 81240. The name of the registered agent at such address is Viola F. Carter. ARTICLE VIII The names and addresses of the persons who are the incorporators are: John E. Molello, 290 I St., Penrose, CO 81240 Carl Strunk, P.O.Box 1024,Canon City, CO 81212 Russell E. Mace, Penrose, CO 81240 ARTICLE IX . The corporate powers shall be exercised by a Board of Directors of five persons, who mayor may not ~- be stockholders of the corporation. The names and addresses of the persons who shall serve as directors until the first annual meeting of shareholders, or until their successors are elected and shall qualify are: John E. Mole1lo, 290 I St., Penrose, CO 81240 Carl Strunk,P.O.Box 1024, Canon City,CO 81212 Russell E. Mace, Penrose, CO 81240 Raymond A. Harris, 1435 East 8,Penrose,CO 81240 Marjean Rahn, PEnrose, CO 81240 -3-