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<br />c", <br />~ <br />OJ <br /> <br />o <br />o <br /> <br />-:';"'1 <br /> <br />2. Amendments to Articles. <br /> <br />Amendments to the articles of incorporation of a non-profit <br /> <br />corporation are governed by section 7-21-107(1) (b), C.R.S., which <br /> <br />states the following procedure: <br /> <br />The Board shall adopt a resolution directing <br />a proposed amendment be submitted to a vote of the <br />members at an annual or special meetingl <br /> <br />Notice is given of the special or annu~S <br />meeting as is provided in section 7-23-105, C.R.S.l <br />and <br /> <br />Two thirds of the votes <br />meeting by person or proxy must v'l~e <br />amendment to approve the amendment. <br /> <br />present at the <br />in favor of the <br /> <br />To be valid, the amendments to the Articles described below must <br /> <br />be submitted to the shareholders under these procedures. <br /> <br />Under Article Second, we recommend the addition of two new <br /> <br />paragraphs as follows: <br /> <br />To assume operation, management and control of the <br />Kiefer Extension Ditch formerly owned and operated by <br />Fruita Land & Canal Company pursuant to Articles of <br />Merger and the Plan of Merger adopted by the <br />shareholders December 3, 1977. <br /> <br />To be and constitute a non-Federal entity with the <br />authority to contract with the Secretary of the <br />Interior of the United States for the purpose of <br />undertaking salinity control measures pursuant to the <br />Colorado River Basin Salinity Control Act., 43 U.S.C. <br />S 1571, et seq. (Salinity Control Act), including, but <br /> <br />15 <br />Section 7-23-105, C.R.S., requires written notice be <br />mailed regular mail not less than 10 nor more than 50 days in <br />advance stating the place, day and hour and, in the case of a <br />special meeting, the purpose of the meeting. <br /> <br />16 <br />Section 7-23-107, C.R.S., requires ten percent of the <br />members to be present in person or by proxy to have a quorum. <br /> <br />31 <br />