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<br />.. <br /> <br />. <br /> <br />TRAYLOR. ARNOLD. TOMPKINS & BLACK. P.c. <br /> <br />. <br /> <br />)' <br /> <br />< <br /> <br />,ATTORNEYS .AT LAW <br /> <br />THE PROFESSIONAL. BUILDING \ <br />443 NO~Tf-I en- ST~EET <br />MAILING ADDRESS: 1". O. BOX 2540 <br />GRAND JUNCTION. COLORADO 81502 <br />303' 242-2636 <br /> <br />CH....RLES .J. TRAYLOR <br />RICMARO W. ARNOLD <br />.JERRY Fjil. TOMPKINS <br />peTER R. Sl.ACK <br />ROEJERT TRAYLOI'! <br />BARCL.AY L. WESTERFE:LD <br /> <br />August 15, 1988 <br /> <br />Colorado Water Conservation Board <br />721 State Centennial Building <br />1313 Sherman Street <br />Denver, CO 80203 <br /> <br />AUG 1 8 1838 <br /> <br />Attn: Mr. Nick Ioannides <br /> <br />Re: Feasibility Report Contract with Redlands Water & Power Co. <br /> <br />Dear Mr. Ioannides: <br /> <br />We represent Redlands Water & Power Company (hereinafter <br />"Redlands"), and we are writing in response to your July 28, 1988, <br />request for an opinion letter from our firm. The undersigned is <br />personally acquainted with Robert L. Sutton, President of <br />Redlands. References below to the "contract" are to the <br />Feasibility Report Contract between Redlands as contractor and the <br />Colorado Department of Natural Resources (Colorado Water <br />Conservation Board) as the "State" to be entered into <br />contemporaneously with this letter or shortly afterwards. <br /> <br />1. The signature on the contract of Robert L. Sutton as <br />President of Redlands is that of an official duly elected to the <br />Board of Directors of the Company and duly elected as President. <br /> <br />2. As President, Mr. Sutton has authority to bind Redlands. <br />The contract has been validly approved by the Board of Directors <br />of Redlands, its governing body. A copy of the Resolution from <br />the meeting held on August 10, 1988, where the Contract was <br />approved is attached. <br /> <br />3. ~he said Board of Directors has the authority to enter into <br />the Contract without a vote of its shareholders. <br /> <br />4. There are no provisions in the Articles of Incorporation or <br />By-Laws of Redlands or in Colorado or local law that prevents the <br />Contract from binding Redlands. <br /> <br />5. The Contract will be valid and binding against Redlands if <br />entered into by the State. <br /> <br />The documents of Redlands reviewed and relied upon by the <br />undersigned are the Articles of Incorporation, corporate By-Laws, <br /> <br />\ <br /> <br />\- <br /> <br />\ <br />