ARTICLES OF INCORPORATION
OF
GLACIER VIEW MEADOWS
WATER AND SEWER ASSOCIATION

            Know all men by these presents that we, Donald B. Weixelman, Louise S. DiLuzio, and John E. Kochenburger, citizens of the United States and residents of the State of Colorado, hereby associate ourselves together for the purpose of forming a body corporate and politic, not for pecuniary profit, under the provisions of Articles 20 to 29, Title 7, Colorado Revised Statutes, 1973, known as the “Colorado Nonprofit Corporation Act”, as amended.

 

ARTICLE I

 Name  

The name of the corporation is GLACIER VIEW MEADOWS WATER AND SEWER ASSOCIATION. 

ARTICLE II

Period of Duration

            The period of the corporation shall be perpetual.

 

ARTICLE III

Purposes and Powers

            Section 1.  In General.  The purposes for which the corporation is organized are as follows:

             Clause a.  General Purpose.  The general purpose of the Association is to operate, acquire, maintain utility systems, easements, water supply systems, water treatment plants, sewage disposal systems, and all other facilities necessary and/or proper to accomplish the same.  To furnish and equip water and/or sewage facilities, to buy, sell, lease and exchange or encumber any and all real and/or personal property which may be advantageous or proper to carry out the objects and purposes of the corporation and to provide facilities for water systems and sewer systems in general in the Glacier View Meadows Subdivision.

             Clause b.  Ancillary Purposes.  To do everything necessary, proper, advisable, or convenient for the accomplishment of the purposes hereinabove set forth, and to do all other things incidental thereto or connected therewith, which are not forbidden by the Act, by other law, or by these Articles of Incorporation.

             Clause c.  To Carry Out Such Purposes in Other States.  To carry out the purposes hereinabove set forth in any state, territory, district or possession on the United States, or in any foreign country, to the extent that such purposes are not forbidden by the law of such state, territory, district or possession of the United States, or by such foreign country.

             Section 2.  Additional Powers.  The foregoing purposes shall be construed both as purposes of the Corporation and its powers, and  the Corporation shall also have all of these powers normally possessed by a natural person acting in its individual capacity and these Articles shall not in any manner limit or restrict the powers of Corporation.  The Corporation may do whatever it desires and shall only be limited by Colorado Law.

 

ARTICLE V

Power to Borrow Money

            The Corporation shall have the power and authority, through its board of directors, to borrow money and to make, issue, negotiate and deliver Promissory Notes, Debentures, Bonds, and other securities or evidence of indebtedness and to secure payment thereof by mortgage, pledge or otherwise encumber all or any part of the property or assets of the Corporation.

 

ARTICLE VI

 Address of Initial Registered Office and Name of Initial Registered Agent

            Section 1.  Registered Office.  The address of the initial registered office of the Corporation is 3200 E. Mulberry, Fort Collins, Colorado 80521.

             Section 2.  Registered Agent.  The name of the initial registered agent of the Corporation at such address is Donald B. Weixelman.

 

ARTICLE VII

 Data Respecting Directors

            Section 1.  The Initial Board of Directors.  The initial board of directors shall consist of five members who need not be residents of the State of Colorado or shareholders of the Corporation.

             Section 2.  Names and Addresses of Initial Directors.  The names and addresses of persons who are to serve as directors until the first annual meeting of shareholders or until their successors shall have been elected and qualified are as follows:

             Name                                                                                        Address

 Donald B. Weixelman                                                3200 E. Mulberry                                                                               Fort Collins, Colorado 80521

 John P. Zekovich                                                       5500 S. Syracuse, Suite 209

                                                                                Englewood, Colorado 80110

 O.J. Harvey                                                              435 S. 68th Street                                                                               Boulder, Colorado 80302

 Charles E. Townsend                                                538 Gregory Road                                                                              Fort Collins, Colorado 80521

 William Mutter                                                         3722 E. Mulberry                                                                               Fort Collins, Colorado 80521

             Section 3.  Increase or Decrease of Directors.  The number of directors may be increased from time to time to not more than seven (7) directors by amendment of the code of by-laws and may thereafter be decreased to be not less than three (3) members by amendment of the code of by-laws; but no decrease shall have the effect of shortening the term of any incumbent director.  In absence of a by-law fixing the number of directors, the numbers shall be five.

 

ARTICLE VIII

Incorporators

            The names and addresses of the incorporators of the Corporation are as follows:

             Name                                                                            Address

Donald B. Weixelman                                              3200 E. Mulberry                                                                            Fort Collins, Colorado 80521

 Louise S. Diluzio                                                    301 Spaulding Lane                                                                            Fort Collins, Colorado 80521

 John E. Kochenburger                                            1304 Robertson                                                                             Fort Collins, Colorado 80521

             IN WITNESS WHEREOF, the undersigned, being all of the incorporators designated herein, certify to the truth of the facts stated in these Articles of Incorporation, this 18th day of March, 1975.

                                                                                   

                                                                                    Signature on File____________                                                                                    Donald B. Weixelman

                                                                                     Signature on File____________                                                                                    Louise S. DiLuzio

                                                                                     Signature on File____________                                                                                    John E. Kochenburger

 STATE OF COLORADO   )                                          )  ss.

County of Larimer       )

             I, Sharon R. Engel, a notary public, hereby certify that on the 18th day of March, 1975, personally appeared before me Donald B. Weixelman, Louise S. DiLuzio, and John E. Kochenburger, who being by me first duly sworn, severally declared that they are the persons who signed the foregoing document as Incorporators, and that the statements therein contained are true.

 My commission expires: 2/15/78

                                                                                     Signature on File____________                                                                                    Sharon R. Engel (Notary Public)

  

  

  

                                                                                                            Approved 7/88

  

Amendment to the Articles of Incorporation of the Road & Recreation Association by the Addition of a section to read as follows: 

No director, officer or member of any committee of the Association shall be personally liable to the Association or to any member for monetary damages for breach of fiduciary duty as a director, officer , or member of any committee of the Association: except that nothing herein shall be deemed to eliminate or limit the liability of any director, officer, or committee member of the Association or to its members for  monetary damages for: any breach of duty of loyalty to the Association or its members: acts or omissions not in good faith or which involve intentional misconduct of a knowing violation of law: loans from the Association to any director, officer or committee member: or any transaction from which any director, officer or committee member derived an improper personal benefit. 

Amendment to the Articles of Incorporation of the Water & Sewer Association by the Addition of a section to read as follows: 

No director, officer or member of any committee of the Association shall be personally liable to the Association or to any member for monetary damages for breach of fiduciary duty as a director, officer or member of any committee of the Association: except that nothing herein shall be deemed to eliminate or limit liability of any director, officer or committee member of the Association to the Association or to its members for monetary damages for: any breach of duty of loyalty to the Association or its members: acts or omissions not in good faith or which involve intentional misconduct or a knowing violation of law: loans from the Association to any director, officer or committee member; or any transaction from which any director, officer or committee member derived an improper personal benefit.