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<br />RES 0 L UTI 0 N <br /> <br />A Resolution adopted at the annual meeting of the <br />stockholders of the Terrace Irrigation Company held on the <br />21st day of November, 1991, at the Bowen Community Hall, <br />unincorporated community of Bowen, Colorado, at which a <br />quorum of stockholders was present. <br /> <br />R E C I TAL S <br />WHEREAS, the stockholders of the Terrace Irrigation <br />Company on June 11, 1990, held a special meeting at the <br />Bowen Community Hall called for the purpose of authorizing <br />the lining of the mainstem canals of the Terrace Irrigation <br />Company; and <br /> <br />WHEREAS, the directors of the Terrace Irrigation <br />Company were authorized by a vote of 546.78 shares for and <br />75 shares against to proceed with the cement lining project; <br />and <br /> <br />WHEREAS, the stockholders of the Terrace Irrigation <br />Company at their annual meeting held on November 15, 1990, <br />again considered the reports made by various individuals <br />regarding the progress towards the lining of the mainstem <br />canals of the Terrace Irrigation Company, the estimated cost <br />of One Million Six Hundred Seventy-one Thousand Five Hundred <br />Twenty-eight Dollars($1,671,528.00) and the necessity of <br />assessing up to $126.00 per share annually to enable the <br />Terrace Irrigation Company to make the projected loan annual <br />payments to the State of Colorado acting through the <br />Colorado Water Conservation Board and upon a motion duly <br />seconded, further authorized, by unanimous vote, the <br />assessment of up to $126.00 per share towards the <br />appropriation of the necessary funds to finance the cement <br />lining project; and <br /> <br />WHEREAS, the State of Colorado acting through the <br />Colorado Water Conservation Board has through legislative <br />enactment made funds available for loan to the Terrace <br />Irrigation Company; and <br /> <br />WHEREAS, the Project Contract and Promissory Note has a <br />number of terms which require the specific approval of a <br />majority of the stockholders of the Terrace Irrigation <br />Company; and <br /> <br />WHEREAS, the specific requirements, for which <br />shareholder approval must be obtained, of said project <br />contract and promissory note, the execution of which is <br />necessary in order to obtain the loan funds above set forth, <br />are as follows: <br /> <br />a. A resolution authorizing the directors of the <br /> <br />ATTACHl-lENT A <br /> <br />c,:.,[..,~!,,-_c..::-:..- <br />