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<br />.. <br /> <br />. <br /> <br />. <br /> <br />Colorado Water Conservation Board <br />August 18, 2000 <br />Page 2 <br /> <br />contract for the loan and complete the documentation for the loan. A copy of the Resolution is <br />attached as Exhibit A. We have also reviewed the Minutes of a meeting dated February 12, 2000, <br />wherein the Board of Directors of the Jackson Lake Company adopted a Resolution approving a loan <br />in the amount of up to $336,600.00 from the Colorado Water Conservation Board authorizing the <br />President and Secretary of the Jackson Lake Company to enter into a contract for the loan and <br />complete the documentation for the loan. A copy of the Resolution is attached as Exhibit B. The <br />records that we reviewed indicate that the directors and officers acting on behalf of the Jackson Lake <br />Company have been elected in accordance with the Articles of Incorporation , Bylaws, and Colorado <br />law and the foregoing resolutions were properly adopted, It is therefore our opinion that Edward E. <br />Fritzler, acting as president ofthe Jackson Lake Company, and Steve Bolinger, acting as secretary <br />ofthe Jackson Lake Company, were duly elected and authorized to sign the Loan Contract and other <br />documents on behalf of the Jackson Lake Company in order to bind the Jackson Lake Company. <br />In addition, the shareholders of the Jackson Lake Company and the Board of Directors ofthe Jackson <br />Lake Company have approved the referenced Resolutions approving the Jackson Lake Company <br />entering into the Loan Contract. <br /> <br />Please contact me if you have any comments or questions, <br /> <br />TRB/ddc <br />Enclosures <br /> <br /> <br />Sincerely,:.::/ <br /> <br />cc: Board of Directors <br />