DeWeese-Dye Ditch and Reservoir Company

By-Laws

By-Laws of
DEWEESE-DYE DITCH AND RESERVOIR COMPANY, INC.
AS AMENDED JANUARY 12,  2013

Article I.  Offices

 

            The principal office of the corporation shall be located at 1631 Chestnut Street, Canon City, Colorado 81212.  The Corporation may have other offices as designated by the Board of Directors to conduct business of the Corporation.

 

Article II.  Shareholders

 

            Section 1. Annual meeting.  The annual meeting of the shareholders shall be held on the second Saturday of the month of January of each calendar year beginning at 7:00 p.m.  At the meeting the shareholders shall elect Directors, receive reports of the Directors, and transact such other business as may come before the meeting.  If the election of Directors shall not be held on the day designated herein for any annual meeting of the shareholders, the Board of Directors shall cause the election to be held at a special meeting of the shareholders as soon thereafter as conveniently possible, but not to exceed 60 days.

 

            Section 2.  Special meetings.  Special meetings of the shareholders, for any purpose or purposes, unless other wise prescribed by statute, may be called by the President or the Board of Directors, and shall be called by the President at the request of the holders of not less than ten per cent of all the outstanding shares of the Corporation entitled to vote at the meeting.

 

            Section 3.  Place of meeting.  The Board of Directors may designate any place within a five-mile radius of Canon City, Colorado, as the place for any annual meeting or any special meeting.  If no designation is made, the place of meeting shall be at the principal office of the Corporation in the state of Colorado.

                                                                                                                                   

            Section 4.  Notice of meeting.  Written notice stating the place, day and hour of any meeting together with a full description of business to be discussed or transacted at the meeting shall, unless otherwise proscribed by statute, shall be delivered not less than thirty days before the date of the meeting, either personally or by mail, to each shareholder of record entitled to vote at such meeting.  If mailed, such notice shall be deemed to be delivered when deposited in the United States mail, addressed to the shareholder at his address as it appears on the books of  the Corporation, with postage thereon prepaid and so certified by the Secretary of the Corporation.

           

            Section 5.  Closing of transfer books or fixing of record date.  For the purpose of determining shareholders entitled to notice of or to vote at any meeting of shareholders or any adjournment thereof, or shareholders entitled to receive payment of any dividend, or in order to make a determination of shareholders for any other proper purpose, the Board of Directors of the Corporation may provide that stock transfer books shall be closed for a stated period but not to exceed, in any case, fifty days.  If the stock transfer books shall be closed for the purpose of determining shareholders entitled to notice of or to vote at a meeting of shareholders, such books shall be closed for at least ten days immediately preceding such meeting.  In lieu of closing the stock transfer books, the Board of Directors may fix in advance a date as the record date for any such determination of shareholders, such date in any case to be not more than fifty days and in case of a meeting of shareholders, not less than ten days prior to the date on which the particular action, requiring such determination of shareholders, is to be taken.  If the stock transfer books are not closed and no record date is fixed for the determination of shareholders entitled to notice of or to vote at a meeting of shareholders, or shareholders entitled to receive payment of a dividend, the date on which notice of declaring such dividend is adopted, as the case may be, shall be the record date for such determination of shareholders.  When a determination of shareholders entitled to vote at any meeting of shareholders has been made as provided in this section such determination shall apply to any adjournment thereof.

 

            Section 6.  Voting lists.  The officer or agent having charge of the stock books for shares of the Corporation shall make a complete list of the shareholders entitled to vote at each meeting of shareholders or any adjournment thereof, arrange in alphabetical order, with the address of and the number of shares held by each.  Such list shall be produced and kept open at the time and place of the meeting and shall be subject to the inspection of any shareholder during the whole time of the meeting for the purposes thereof.

 

            Section 7.  Quorum.  At the annual meeting of the shareholders a quorum of the shareholders shall be constituted from the shareholders present in person or by proxy.

            At any special meeting a simple majority of the outstanding shares of the Corporation entitled to vote, represented in person or by proxy, shall constitute a quorum at a meeting of shareholders.  If less than a majority of the outstanding shares are represented at a meeting, the meeting may be adjourned by an affirmative vote of the majority of the shares present in person or by proxy.  At such a reconvened meeting at which a quorum shall be present in person or by proxy, any business may be transacted which might have been transacted at the meeting as originally noticed.  The shareholders present at a duly organized meeting may continue to transact business until adjournment, notwithstanding the withdrawal of enough shareholders to leave less than a quorum

                                   

            Section 8. Proxies.  At all meetings of shareholders, a shareholder may vote in person or by proxy executed in writing by shareholder or by his duly authorized attorney in fact.  Such proxy shall be filed with the Secretary of the Corporation before or at the time of the meeting.  No proxy shall be valid after eleven months from the date of its execution, unless specifically provided in the proxy.

 

            Section 9. Voting of shares.  Each outstanding share entitled to vote shall be entitled to vote upon each matter submitted to a vote at a meeting of shareholders.

 

            Section 10. Voting of shares by certain holders.  Shares standing in the name of another Corporation may be voted by such officer, agent or proxy as the By-Laws of such Corporation may prescribe or, in the absence of such provision, as the board of Directors of such Corporation may determine.

            Shares held by an administrator, executor, guardian or conservator may be voted by him, either in person or by proxy, without a transfer of such shares into his name.  Shares standing in the name of a trustee may be voted by him, either in person or by proxy, but no trustee shall be entitled to vote shares held by him without a transfer of such shares into his name.

            A shareholder whose shares are pledged shall be entitled to vote such shares until the shares have been transferred into the name of the pledgee, and thereafter the pledgee shall be entitled to vote the shares so transferred.

            Shares of its own stock belonging to the Corporation shall not be voted, directly or indirectly, at any meeting, and shall not be counted in determining the total number of outstanding shares at any given time.

 

            Section 11. Informal action by shareholders.  Unless otherwise provided by law, any action required to be taken at a meeting of the shareholders, or any other action which may be taken at a meeting of the shareholders, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by 2/3 of the shareholders entitled to vote with the respect to the subject matter thereof.

 

            Section 12.  Removal of Directors.  Provided that notice is properly provided the shareholders, Directors may be removed pursuant to Statute at any meeting of shareholders.

 

Article III. Board of Directors

 

            Section1. Number.  The Corporation shall have a Board constituted of five Directors.

 

            Section 2.  General powers.  The business and affairs of the Corporation shall be managed by its Board of Directors.

 

            Section 3.  Qualifications.  Each Director of this Corporation shall be a shareholder in good standing with the Corporation.

 

            Section 4.  Terms.  Directors shall be elected for a three year term.

 

            Section 5.  Regular meetings.  A regular meeting of the Board of Directors shall be held at the first Monday of each month and without other notice than this By-Law immediately after, and at the same place as, the annual meeting of the shareholders.  The Board of Directors may provide, by resolution, the time and place for the holding of the regular meeting without other notice than such resolution.

 

            Section 6.  Special meetings.  Special meetings of the Board of Directors may be called by or at the request of the President or any two Directors.  The person or persons authorized to call special meetings of the Board of Directors may fix the place for holding any special meeting of the Board of Directors called by them.  In the event of a special meeting called on account of an emergency such as emergency ditch or reservoir repair, the Board may be polled by telephone if possible.

 

            Section 7. Notice.  Notice of any special meeting shall be given at least one day previously thereto by written notice delivered personally or mailed to each Director at his business address.  If mailed, such notice shall be deemed to be delivered when deposited in the United States mail so addressed, with postage thereon prepaid.  Any Director may waive notice of any meeting.  The attendance of a Director at a meeting shall constitute a waiver of notice of such meeting except where the Director attends a meeting for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened.  In the event of an emergency condition these provisions for notice may be waived provided that, as soon as possible following said emergency, each board member is given appropriate notice of the meeting and of the vote or action taken by the board.

 

            Section 8.  Quorum.  A majority of the number of Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors .  An act by the majority of the Directors present at a meeting at which a quorum is present shall be an act by the Board of Directors.  If less than a majority is present, they may adjourn the meeting without further notice.

 

            Section 9.  Action without a meeting.  Any action that may be taken by the Board of Directors at a meeting may be taken without a meeting if a consent in writing, setting forth the action so to be taken, shall be signed before such action by all of the Directors.  In the event of emergency action by the board, the board shall ratify said action by vote at the next regularly scheduled meeting and the minutes of said meeting shall indicate the agreement or disagreement of each Director with the action taken.

 

            Section 10.  Vacancies.  Any vacancy occurring in the Board of Directors may be filled by the affirmative vote of a majority of the remaining Directors though less than a quorum of the Board of Directors, unless other wise provided by law. A Director elected to fill a vacancy shall be elected for the unexpired term of his predecessor in office.  Any Directorship to be filled by reason of an increase in the numbers may be filled by election by the Board of Directors for a term of office continuing only until the next election of Directors by the shareholders.

 

            Section 11.  Compensation.  No compensation shall be paid to any Director, however by resolution of the Board of Directors, each Director may be paid his expenses.  No Director shall be precluded from serving the Corporation in another capacity and receiving compensation therefor.

 

            Section 12.  Presumption of assent.  A Director of the Corporation who is present at a meeting of the Board of Directors at which action on any Corporate matter is taken shall be presumed to have assented to the action taken unless his dissent shall be entered in the minutes of the meeting or unless he shall file his written dissent to such action with the person acting as the Secretary of the meeting before the adjournment thereof or shall forward such dissent by registered mail to the Secretary of the Corporation immediately after the adjournment of the meeting.  Such right to dissent shall not apply to a Director who voted in favor of such action.

 

            Section 13.  Reports.  The Board of Directors of the Corporation shall prepare reports for presentation at the annual meeting of shareholders and at the regular meeting of Directors in July of each year.  The reports may be verbal or written and shall be included in the minutes of the meeting.  The report shall include the goals the company will accomplish during the next six months; conditions of the dam; diversions, mains and laterals of the company; offers and consideration of grants and whether the board recommends acceptance of such grants; and a financial report including all expenditures during the previous six months, value of assets and amount of liabilities.

 

            Section 14.  Personal liability of Corporate Directors and officers.  Personal liability of Corporate Directors and officers.  The personal liability of the officers and Directors of the Corporation shall be governed as set forth in C. R. S. Title 7 Article 5 Section 119.

The corporation shall indemnify its directors and officers to the full extent permitted by Colorado law.

 

                                      Article IV.  Officers and employees

 

            Section 1.  Number.  The number of officers shall be no less than three.  The officers of the Corporation shall be a President, vice President, Secretary and Treasurer, each of whom shall be elected by the Board of Directors.  The office of treasurer may be combined with another office.  In addition to the officers, the Corporation shall employ a superintendent.  Such other officers as may be deemed necessary may be elected or appointed by the Board of Directors.

 

            Section 2.  Election and term of office.  The officers of the Corporation shall be elected by the Board of Directors annually at the Board of Directors meeting following the annual meeting.

 

            Section 3.  Removal.  Any officer or agent may be removed by the Board of Directors whenever, in its judgment, the best interests of the Corporation will be served and such removal shall not imply any contract rights of the person removed.  Election or appointment of an officer or agent shall not create contract rights.

 

            Section 4.  Vacancies.  A vacancy in any office because of death, resignation, removal, disqualification or otherwise, may be filled by appointment by the Board of Directors for the unexpired portion of the term.

 

            Section 5.  President.  The President shall be the principal executive office of the Corporation and, subject to the control of the Board of Directors, shall in general supervise and control all of the business and affairs of the Corporation.  He shall when present, preside at all meetings of the shareholders and the Board of Directors.  He may sign, with the Secretary or any other proper officer of the Corporation there unto authorized by the Board of Directors, certificates for shares of the Corporation, any deed, mortgages, bonds, contracts, or other instruments which the Board of Directors has authorized to be executed, except in cases where the signing and execution thereof shall be expressly delegated by the Board of Directors or by these By-Laws to some other office or agent of the Corporation, or shall be required by law to be otherwise signed or executed; and in general shall perform all duties incident to the office of President and such other duties as may be prescribed by the Board of Directors from time to time.

 

            Section 6.  Vice-President.  In the absence of the President or in the event of his death, inability or refusal to act, the Vice-President shall perform the duties of President, and when so acting, shall have all of the powers of and be subject to all the restrictions upon the President.  The Vice-President shall perform such other duties as from time to time may be assigned to him by the President or by the Board of Directors

           

            Section 7.  Secretary.  The Secretary shall: (a) keep the minutes of the proceedings of the shareholders and the Board of Directors in one or more books provided for that purpose; (b) see that all notices are duly given in accordance with the provisions of these By-Laws or as required by law; ©) be custodian of the Corporate records and of the seal of the Corporation and see that the seal of the Corporation is affixed to all documents the execution of which on behalf of the Corporation under its seal is duly authorized; (d) keep a register of the post office addresses of each shareholder which shall be furnished to the Secretary by such shareholder; (e) sign with the President, certificates for shares of the Corporation, the issuance of which shall have been authorized by resolution of the Board of Directors; (f) have general charge of stock transfers books of the Corporation; and (g) in general perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him by the President or by the Board of Directors.

 

            Section 8.  Treasurer.  The Treasurer shall: (a) have charge and custody of and be responsible for all funds and securities of the Corporation; (b) receive and give receipts for monies due and payable to the Corporation from any source whatsoever, and deposit all such monies in the name of the Corporation in such banks, trust companies or other depositories as shall be selected in accordance with provisions of article VI of these By-Laws; and ©) in general perform all of the duties  incident to the office of Treasurer and such other duties as from time to time may be assigned to him by the President or by the Board of Directors.  If required by the Board of Directors, the Treasure shall give a bond for the faithful discharge of his duties in such sum and with such surety or sureties as the Board of Directors shall determine.

 

            Section 9.  Superintendent.  The Superintendent shall: (a) act as an agent of the Board of Directors; (b) ensure correct division of water from the reservoirs and main ditch to the laterals and division boxes according to the pro rata share to which each shareholder is entitled;  (c) inspect the laterals and divide boxes to insure they are clean and operational; and (d) in general perform all the duties of a ditch Superintendent and such other duties that may be assigned to him by the Board of Directors.

 

            Section 10.  Salaries.  The salaries of the officers and employees shall be fixed from time to time by the Board of Directors and no officer shall be prevented from receiving such salary by reason of the fact that he is also a Director of the Corporation

 

Article V.  Fiscal responsibilities

 

            Section 1.  Fiscal year.  The fiscal year of the Corporation shall be the calendar year.

 

            Section 2.  Shareholders assessments. Assessments to be paid by shareholders shall be determined at the annual meeting by a vote of all shareholders present.  The Board of Directors shall make a recommendation for assessment based upon the needs to maintain and or  renovate DeWeese Dam and the main ditch delivery system which is identified on the company map in the DeWeese Office.  Specifically the following items shall be maintained by the company: the diversion dam at Grape creek, access roads, the reservoirs, the main ditch, the measurement weirs, all head gates, divide boxes, trash grates, bulk heads, pipe repair or replacement, and any other structures associated with the main ditch delivery system which provides water to the laterals.  Divide boxes on laterals shall also be maintained or replaced  by the company to insure correct division of water to each shareholder.      

 

            Section 3. Administrative costs.  The Board of Directors may from time to time recover the Corporation’s cost of mailing, office operations and meetings from the shareholders by way of billing such administrative costs to the shareholders.  Such costs shall be charged on a per shareholder or joint shareholder basis and not on a per share basis.  Administrative costs shall be billed at the same time as assessments and shall be due in full at the same time as are assessments.  Shareholders having delinquent administrative costs shall be subject to the same penalties as are shareholders with delinquent assessments and as are set out in Article VI, Section 3 hereof.

 

            Section 4. Contracts.  The Board of Directors may authorize any officer to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Corporation, and such authority may be general or confined to specific instances.

 

            Section 5.  Loans.  No loans shall be contracted on behalf of the Corporation and no evidences of indebtedness shall be issued in its name unless authorized by a resolution of the Board of Directors .  Such authority shall be confined to specific instances.

 

            Section 6.  Payment.  All checks, drafts or other orders for the payment of money  notes or other evidences of indebtedness issued in the name of the Corporation, shall be signed by the President and Secretary of the Corporation, in such manner as shall from time to time be determined by resolution of the Board of Directors .

 

            Section 7.  Deposits.  All funds of the Corporation shall be deposited from time to time to the credit of the Corporation in such banks, trust companies or other depositories as the Board of Directors may select.

 

Article VI.  Certificates for shares and transfer.  

 

            Section 1.  Certificates for shares.  Certificated representing shares of the Corporation shall be in such form as shall be determined by the Board of Directors .  Such certificates shall be signed by the President and by the Secretary and sealed with the Corporate seal.  All certificates for shares shall be consecutively numbered.  The name and address of the person to whom the shares represented thereby are issued, with the number of shares and date of issue, shall be entered on the stock transfer books of the Corporation.  All certificates surrendered to the Corporation for transfer shall be cancelled and no new certificate shall be issued until the former certificate for a like number of shares shall have been surrendered and cancelled, except that in case of a lost, destroyed, or mutilated certificate a new one may be issued there for upon such terms and indemnity to the Corporation as the Board of Directors may prescribe.

 

            Section 2.  Transfer of shares.  Transfers of shares of the Corporation shall be made only on the stock transfer books of the Corporation by the holder of record thereof or by his legal representative, who shall furnish proper evidence of authority to transfer, or by his attorney there unto authorized by power of attorney duly executed and filed with the Secretary of the Corporation, and on surrender for cancellation of the certificate for such shares.  The person in whose name shares stand on the books of the Corporation shall be deemed by the Corporation to be the owner thereof for all purposes.  The transfer of shares of the Corporation shall occur only with the sale of real estate properly appurtenant to the shares in the Corporation.

            Shares in the Corporation are appurtenant to the real property historically irrigated from the DeWeese-Dye Ditch and Reservoir Company and which may continue to be irrigate by gravity directly from the main ditch and lateral ditches of the Corporation, and shares of the Corporation shall not be transferred to any person who is not a fee simple owner on such real property.  Nothing in these Articles or in the By-Laws of the Corporation shall be interpreted to prevent the Corporation from leasing forfeited shares of the Corporation on such terms and conditions as the Board of Directors in its discretion shall from time to time determine to owners or lessors of land which may be irrigated by gravity directly from the main and lateral ditches of the Corporation.

 

            Section 3.  Forfeiture of shares and termination of water delivery.  Notice of the annual assessment and administrative charges determined shall be provided shareholders not later than May 1st of the year of determination.  Such charges shall be due in full on July 1st of the year of determination.  Any charges or assessments which remain unpaid after July 1st shall bear interest at the rate of 18% per annum.  In the event assessments or charges remain unpaid, then on April 1st of the year following the date of billing, divider boxes serving the real property appurtenant to the delinquent shares may, in the discretion of the Board of Directors, be permanently closed and may not be reopened until all delinquent charges, assessments, interest and penalties are paid in full.  In the event divider boxes are closed because of non-payment of assessments or charges or penalties thereon, the responsible shareholder, his or her assigns, transferees or heirs shall also be responsible for payment to the Corporation of all costs of closure and reopening of divider boxes as an additional charge.  Closed divider boxes shall not be reopened until all monies due the Corporation are paid in full and in advance of reopening.

            Shares and the rights there under may, in the discretion of the Board of Directors, be forfeited when the assessments, charges, any part thereof, or any fees, interest or penalties have not been paid in full on or before April 1st of the year following the billing.  Before resumption of delivery of water to such real property, all delinquent assessments and charges, interest thereon, actual cost of closure and reopening of the divider boxes, and any other costs incurred by the Corporation in terminating delivery or forfeiting shares shall be paid in full.

            Forfeited shares, whether or not such shares are leased or rented by the Corporation, shall be held by the Corporation, and shall not be counted to determine voting rights or the number of shares for a quorum.

                                   

            Section 4.  Division of Shares.  Shares of the Corporation shall not be divided into a denomination of less than one-half (½) share.

 

          Section 5.  Change of use

  1. Any Shareholder (“Applicant”) desiring a change of water right, including, but not limited to, a change in point of diversion or place of use of any water that the Applicant is entitled to receive as a result of stock ownership must first make a written application to the directors of the DeWeese Dye Ditch Company (“Ditch Company”).  A change of water right shall include the use of water the Shareholder is entitled to as a result of stock ownership as augmentation water in a plan for augmentation or exchange.  A change of water right specifically includes a change of water right requested in an application submitted to District Court, Water Division (“Water Court”) pursuant to Colo. Rev. Stat. Secs. 37-92-101 to -603 or in an application for a substitute water supply plan submitted to the Colorado State Engineer (“State Engineer”).
  2.  The written change application should detail the requested change and include adequate terms and conditions to prevent injury to the Ditch Company and its Shareholders.  If, in a reasonable opinion of the directors, such change may be approved without injury to the Ditch Company and all of its Shareholders, then the directors shall approve the change application subject to necessary terms and conditions.  In evaluating whether the requested change of water right can be made without injury to the Ditch Company and its Shareholders, the Ditch Company may obtain an engineering and legal analysis of the requested change by the Applicant and the terms and conditions offered by the Applicant.  The Ditch Company shall evaluate the application for change of water right with diligence and reach a decision within a reasonable amount of time.
  3. No application for approval of a change of water right may be made to the Water Court, or of a substitute water supply plan may be made to the State Engineer, unless the same has been approved by the directors of the Ditch Company.  If an application has been approved by the Ditch Company, the Applicant must include terms and conditions at least as stringent as those approved by the Ditch Company in an application to the Water Court or the State Engineer.
  4. An Applicant for a change of water right or for a substitute water supply plan must reimburse the Ditch Company for the Ditch Company’s reasonable costs and fees in analyzing the application for change of water right to the Ditch Company, participation in any Water Court litigation, and participation in any substitute water supply plan approval process, and all related or follow-up costs.  Prior to obtaining legal and engineering analyses of the proposed change, the Ditch Company shall obtain an estimate of the costs.  The Ditch Company shall obtain said estimates of cost within thirty (30) days of submission of a written application which complies fully with section B above and the Applicant shall have thirty (30) days after receipt of the estimate from the Ditch Company to make the deposit required by the Ditch Company before continuing with the Water Court proceedings or the substitute water supply plan.  The Ditch Company shall not take final action on any application until, and unless, the Applicant makes said deposit.  In no event shall the Ditch Company be required to finally approve or disapprove the application until all fees incurred by the Ditch Company shall be reimbursed.

 

E.  In addition to the fees and costs described in section D above, the Applicant  shall pay for the following: 

1.   A fee for the Superintendent’s [Ditch Rider’s] administration of the change;

2.   The cost of measuring devices, additional or new headgates, division boxes, flumes and outlet structures to administer the change; and

3.   Fees for storage and carriage to compensate Shareholders and the Ditch Company for seepage, shrinkage, evaporation, return flows, and additional maintenance.   

 

 F.  Each certificate of stock hereinafter transferred shall contain the following endorsements:

“Plans of augmentation, exchanges and any changes of the water rights appertaining to these shares are subject to the review of the Board of Directors as provided in the bylaws of the Ditch Company.”

G. If any portion of this bylaw is declared null or void by a court of law, the remaining portions of this bylaw shall remain in full force and effect.

 

Article VII.  Operations

            Section 1.  Shareholder Responsibilities.  Shareholders have the right to delivery of water allocated to them for the irrigation of their land within the prescribed time and limits as established by the Board of Directors of the Corporation.  Shareholders shall use every means at their disposal to conserve water:  (a) by closing their divider box, when not in use; (b) by maintaining their lateral ditches and culverts in good repair; and (c) by keeping their lateral ditches free of vegetation and debris.  If inspection of a lateral indicates cleaning is required to insure correct delivery of water, the Board of Directors will take necessary action to correct the problem.  The expense of cleaning shall be born by nonparticipating shareholders on a pro rata basis.  Nonparticipating shareholders shall be required to provide labor, spraying or a financial contribution for the equipment, labor and other costs of cleaning.

 

            Section 2.  Divider boxes and pumps.  Delivery of water to shareholders shall be through divider boxes which are installed and maintained pursuant to the specifications promulgated and approved by the Board of Directors of the Corporation.  Said specifications shall determine the physical dimensions of the divide box based on the number of shares of each division served by the divider box.  No pumps shall be allowed for delivery of water on main ditches or laterals.  Pumps can be installed by shareholders on their side of the divide box.  This provides that the integrity of the division of water is preserved.

 

            Section 3.  Change of flow, drainage and damage.  No person or entity shall change the division of water by any device, item, pipe or any other obstruction, what-so-ever, to provide an advantage of increased water to a shareholder or shareholders over others.  Water shall not be piped to areas outside of the decreed area of irrigation for DeWeese Ditch.  It shall be unlawful to discharge any contaminated water or controlled runoff into the DeWeese irrigation system.  Any such condition shall be abated, within three days, upon receipt of written notice by an official representative of  DeWeese Ditch to the offending person or entity.  Costs of such abatement and repair shall be borne by the offending person or entity including the costs of litigation and reasonable attorney’s fees.  In the event a person or entity causes damage to or unlawful contamination of the irrigation system and fails to rectify or correct the situation within three days after receipt of written notice, then the Corporation may correct or repair such damage or contamination and assess the offender.

            Note; Violators of Sections 1, 2, & 3 will be given written notices to correct the violation within three days.  If the violation is repeated, the Board of Directors are authorised to levy an appropriate fine or suspend delivery of water to the offending shareholder for the remainder of the irrigation season.    In an effort to increase legal enforcement, we are adding Colorado State Statutes which cover both irrigation Law and Right-of -way to our By-Laws.  This will allow the Fremont County Sheriff to investigate and prosecute cases that require legal resolution.

 

A.  37-42-109 - Penalty for damage.

     Any person who willfully or maliciously damages or interferes with any road, ditch, flume, bridge, ferry, railroad, or telegraph line or any of the fixtures, tools, implements, appurtenances, or property of any Corporation which is organized under the provisions of law is guilty of a misdemeanor and, upon conviction thereof, shall be punished by a fine of not more than five hundred dollars, or by imprisonment in the county jail for not more than one year, or by both such fine and imprisonment. Any such fine shall be paid into the county treasury, and the offender shall also pay all damages that any such Corporation sustains, together with costs of suit.

      

B.  37-84-124 - Amount of water taken.

     It is the duty of every person who is entitled to take water for irrigation purposes from any ditch, canal, or reservoir to see that he receives no more water from such ditch, canal, or reservoir through his headgate, or by any ways or means  whatsoever, than the amount to which he is entitled. At all times, such person shall take every precaution to prevent more water than the amount to which he is entitled from such ditch, canal, or reservoir from coming upon his land.

           

C.  37-84-125 - Receipt of too much water.

     It is the duty of every such person, taking water from any ditch, canal, or reservoir, to be used for irrigation purposes, on finding that he is receiving more water from such ditch, canal, or reservoir, either through his headgate or by means of leaks, or by any means whatsoever, immediately to take steps to prevent his further receiving more water from such ditch, canal, or reservoir than the amount to which he is entitled. If knowingly he permits such extra water to come upon his land from such ditch, canal, or reservoir, and does not immediately notify the owners of such ditch or take steps to prevent its further flowing upon his land, he shall be liable to any person, company, or Corporation who may be injured by such extra appropriation of water, for the actual damage sustained by the party aggrieved. The damages shall be adjudged to be paid, together with the costs of suit, and a reasonable attorney's fee to be fixed by the court and taxed with the costs.

           

D.  37-89-101 - Penalty for cutting or breaking gate, bank, flume.

     Any person who knowingly and willfully cuts, digs, breaks down, or opens any gate, bank, embankment, or side of any ditch, canal, flume, feeder, or reservoir, or who knowingly and willfully breaks, cuts, checks, or otherwise interferes with the flow of water in any drainage ditch, box drain, or tile drain, or any manhole, or other opening in any box drain or tile drain, in which such person may be a joint owner, or which may be the property of another, or in the lawful possession of another and used for the purpose of drainage, irrigation, manufacturing, mining, or domestic purposes, with malicious intent to injure any person, association, or Corporation, or for his own gain, unlawfully, with intent of stealing, taking, or causing to run or pour out of or into such ditch, canal, reservoir, feeder, flume, drainage ditch, box drain, or tile drain any water for his own profit, benefit, or advantage, or with intent to check or change the flow in any such ditch, canal, feeder, flume, drainage ditch, box drain, or tile drain, to the injury of any other person, association, or Corporation, lawfully in the use of such water or of such ditch, canal, reservoir, feeder, flume, drainage ditch, box drain, or tile drain, is guilty of a misdemeanor and, upon conviction thereof, shall be punished by a fine of not less than five dollars nor more than three hundred dollars or by imprisonment in the county jail for not more than ninety days.

 

E.  37-86-102 - Right-of-way through other lands.

            Any person owning a water right or conditional water right shall be entitled to a right-of-way through the lands which lie between the point of diversion and point of use or proposed use for the purpose of transporting water for beneficial use in accordance with said water right or conditional water right.

           

F.  7-42-103 - Right-of-way.

            Any ditch, reservoir, or pipeline Corporation formed under the provisions of law shall have the right-of-way over the line named in the certificate, and shall also have the right to run water from the stream, channel, or water source, whether natural or artificial, named in the certificate through its ditch or pipeline, and store the same in any reservoir of the company when not needed for immediate use. The line proposed shall not interfere with any other ditch, pipeline, or reservoir having prior rights, except the right to cross by pipe or flume; nor shall the water of any stream, channel, or other water course, whether natural or artificial, be diverted from its original channel or source to the detriment of any person or persons having priority of right thereto, but this shall not be construed to prevent the appropriation and use of  any water not theretofore utilized and applied to beneficial uses.

           

G.  37-86-103 - Extent of right-of-way.

            Such right-of-way shall extend only to a ditch, dike, cutting, pipeline, or other structure sufficient for the purpose  required.

           

F.  37-86-106 - Shortest route must be taken.

Whenever any persons find it necessary to convey water through the lands of others, they shall select for the line of such  conveyance the shortest and most direct route practicable upon which said ditch can be constructed with uniform or nearly uniform grade.

           

            Section 4. Subdivisions.  Whenever real property appurtenant to the shares of stock of the Corporation is subdivided, the Board of Directors shall be notified .  The owner or owners of such real property shall provide the necessary rights-of-way, divider boxes, and easements for all ditches for irrigation purposes of said subdivision together with reasonable access thereto. Such easements and  access and thereto shall be a part of each deed conveying ownership.  Any transfer of stock in the Corporation shall be made pursuant to these Articles.  Delivery of water by the Corporation shall be restricted to the points of delivery in existence at the time these Articles were executed or as the Board of Directors may hereafter authorize.

 

Article VIII.  Corporate seal. 

            The Corporate seal of the Corporation shall consist of a device as follows:

            Two concentric circles, between which shall be the works “ The DeWeese-Dye Ditch and Reservoir Co.”  With the word “Seal” and “Canon City, Colorado” within the circle and such seal is hereby adopted as the Corporate seal of the Corporation, and an impression thereof is affixed to the margin hereof.

 

Article IX.  Waiver of notice

            Whenever any notice is required to be given to any shareholder or Director of the Corporation under the provisions of these By-Laws or under the provisions of the articles of in Corporation or under the provisions of the Colorado Corporation Act, a waiver thereof in writing, signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice.

                                                                       

Article X.  Amendments

            These By-Laws may be altered, amended or repealed and new By-Laws may be adopted by the shareholders at any regular meeting or special meeting.

 

            I certify that the foregoing By-Laws were adopted at the annual meeting of the Board of Directors and shareholders of the DeWeese-Dye Ditch and Reservoir Company, Inc. On this 12th  day of January 2013.

                       

                                                                                                                                               

(Seal)                                                                                                   _____________________________