Amended and Restated Bylaws of The Bessemer Irrigating Ditch Company

As adopted: May 11, 2009
As amended: Nov. 12, 2019; Dec. 7, 2017; Dec. 8, 2016; Aug. 12, 2015; Sept. 9, 2010

ARTICLE VII - ASSESSMENTS

SECTION 1. Each share of the capital stock of the Company shall be subject to the payment of such pro rata assessments as may from time to time be levied by the stockholders at either a regular or a special meeting, provided that if the stockholders fail to hold any such meeting or fail to make or authorize any such assessment by the First of April in any year, then the directors shall have power to make any such assessment at any regular or special meeting called therefore for such year.

SECTION 2. Said assessments shall be due and payable as an entirety, or in installments, at such time or times as shall be fixed and determined by the Board of Directors.A minimum charge of $50.00 shall be made for each certificate of stock issued by way of transfer, which charge shall be paid at the time a certificate of stock is presented to the Secretary for transfer. If the Board of Directors requires legal, or other consulting services in conjunction with the issuance of any certificate of stock issued by way of transfer, or incurs necessary publication costs respecting such transfer, all costs of such legal and consulting services and publication shall also be paid by the stockholder requesting the change, and shall be paid prior to the Company issuing the new certificate.

SECTION 3. Not less than thirty days prior to the due date of such assessment, or installment, so fixed by the Board of Directors, the Secretary shall give notice thereof to the stockholders, either by delivering to each stockholder personally or by depositing in the United States mails properly addressed to the last known post office address of the stockholder, written notice of the amount of such assessment or installment thereof, and of the time so fixed when the same is due and payable. If any assessment hereafter levied, or any installment thereof, shall not be paid when due, the same shall bear interest at the rate of eighteen percent per annum from the due date thereof until the same shall be paid.

SECTION 4. All assessments upon any share of stock shall be and remain a lien upon such share from the time of the levy thereof until same shall have been paid in full.

SECTION 5. No stockholder who shall be delinquent in the payment of his assessment, or of any installment thereof, for any prior year shall be entitled to receive, nor shall there be delivered to such stockholder, any water for the year then current so long as such delinquency shall continue; PROVIDED the Secretary of the Company shall, prior to the shutting off of the water of a delinquent stockholder, have mailed to such stockholder at his last known post office address, or shall have delivered to such stockholder in person, a notice in writing, signed by the Secretary, stating such delinquency, the amount due, and demanding payment thereof, and giving notice that unless payment be made on or before a certain date, not less than thirty days from the date of the mailing or service of such notice, the water of such stockholder will be shut off.

SECTION 5.  FORFEITURE OF SHARES.

1. The Board of Directors may forfeit and sell the shares of any stockholder who becomes delinquent in the payment of any assessment or assessments, or of any installment thereof, the same to be done in the manner following:
2. If any stockholder becomes delinquent in the payment of any assessment or assessments, or any installment thereof, after the thirty days’ notice aforementioned, a notice in writing, signed by the Secretary, shall be mailed to such stockholder at the stockholder' s last known post office address, or shall be delivered to the stockholder in person, stating such delinquency, the amount due, and demanding payment thereof, and giving notice that unless payment of such assessment, or assessments, or any installment thereof, with interest thereon, be made on or before a certain date which shall not be less than thirty days from the date of service or mailing of such notice, the said stock will be forfeited to the Company, and will thereafter be sold by the Company. If payment be not made on or before the day specified, the Board of Directors may declare the said stock forfeited to the Company. The Secretary shall note on the books of the Company the fact that the stock has been forfeited, and he shall then give notice by advertisement in a weekly newspaper published in the City of Pueblo, County of Pueblo, Colorado, (said notice to be published in two consecutive weekly issues of such paper) that on the day mentioned in said published notice said shares of such delinquent stockholder will be sold at public sale to the highest bidder for cash, at the office of the Company or some other place to be designated in the notice for the purpose of satisfying said assessment or assessments, or installment thereof, together with interest and costs of sale.
3. At said time and place the Secretary shall offer said stock for sale, and sell the same for the highest and best cash price obtainable, not less than the amount of said assessment or assessments, or installment thereof, together with interest and costs of sale; and the proceeds of such sale, over and above the amount due on said shares, including interest and costs of sale, shall be paid to the delinquent stockholder. A new certificate or certificates shall be delivered to the purchaser, and the certificate of the delinquent stockholder shall be canceled on the books of the Company. If the outstanding certificate or certificates of stock of the delinquent stockholder so forfeited and sold be not surrendered, it shall be the duty of the Secretary to mark on the stub thereof "Canceled", reciting thereon the fact of such forfeiture and sale and the issuance of such new certificate or certificates.

SECTION 7. All remedies herein provided for the collection of delinquent assessments upon shares of stock of this Company shall be cumulative, and the exercise of one or more of such remedies shall not prevent the Board of Directors of the Company from invoking the other or others herein provided for, or which are now or may hereafter be provided by law for the collection of such assessments.

SECTION 8. RECLAMATION REFORM ACT OF 1982.

1. The Reclamation Reform Act of 1982 requires irrigators to send in annual report forms in order to receive storage water from the Fryingpan-Arkansas Project. Failure to send in the form each year makes the irrigator a non-compliant and ineligible to receive project water. If water is delivered to an irrigator who is a non-compliant, the Ditch Company will be billed at the full cost rate@ for all water delivered to the irrigator not submitting the annual form. The amount by which the full cost rate@ exceeds the rate charged those making the annual report shall be added to the annual assessment payable by the non-compliant shareholder and shall bea lien on the share of stock and be collected in the same manner and at the same time as the annual assessment as provided in this Article VII.
2. Ineligible land is the acreage over 960 acres per individual. Land between 40 and 960 acres that is not reported yearly, is also ineligible.
3. For stockholders served by the Ditch Company which irrigate lands which are ineligible to receive water from the Fryingpan-Arkansas Project ("Project Water") for any reason, including but not limited to the use of Project Water for cultivation of hemp or marijuana, the Ditch Company will reduce deliveries of Project Water to such stockholders in proportion to the number of such ineligible lands irrigated with water from the Ditch Company by the stockholder. In order to administer the appropriate reduction in deliveries to stockholders with ineligible lands, the Superintendent is authorized to make such reductions using a method approved by the Board of Directors as necessary to allow such stockholders to continue to receive their pro-rata portion of non-Project Water.
   
   As to such stockholders with ineligible lands, the reduction in delivery of Project Water will be at the individual stockholder's headgate from the main ditch or, if such stockholder is served by an incorporated or unincorporated lateral, the reduction in delivery of Project Water will be at the headgate of the lateral at the main ditch. If the Ditch Company is so required to reduce deliveries of Project Water from the Ditch Company to a lateral, the Board of Directors shall provide notice of such reductions to the individual stockholders on unincorporated laterals and to the Board of Directors of incorporated laterals based on procedures adopted by the board from time to time. The stockholder(s) that is responsible for the reduction in deliveries of Project Water shall pay all expenses of such notice including postage. Consistent with historical practice, the Ditch Company assumes no responsibility for the proper allocation of water as between Ditch Company stockholders receiving water through laterals. The Board of Directors may from time to time adopt further policies and procedures for the implementation of this provision.
   
   Subject to approval by the Superintendent, a stockholder may choose to take the reduced delivery at a headgate of a lateral or headgate on the main ditch in which such stockholder is the only stockholder served by such lateral or headgate on the main ditch instead of the taking the reduced delivery at the headgate of the lateral that actually serves the ineligible lands. Reduced delivery accomplished in this manner relieves such stockholder from notice requirement of the paragraph above.
   
   As an alternative to reduced deliveries, stockholders that irrigate ineligible lands with water from the Ditch Company may, upon approval by the Board of Directors, receive delivery of other water provided by such stockholder to the Ditch Company in lieu of the Project Water not eligible for delivery due to ineligible lands ("Substituted Water"). Any stockholder desiring to provide any Substituted Water shall be responsible for any approvals by the Water Court and/or State Engineer necessary to make such Substituted Water available to the Ditch Company and any costs associated therewith. Such Substituted Water shall be of acceptable quality to the Ditch Company. Nothing herein shall be construed as permitting use of capacity of the main ditch for conveyance of Substituted Water outside of the Ditch Company's normal operations.