Certificate of Association

Published - 31 Dec 2002

CERTIFICATE OF ASSOCIATION BIG MESA

The Board of Directors (incorporators), whose names and addresses follow below, have associated ourselves together for the purpose of forming a Mutual Domestic Water Consumers Association (MCWCA) pursuant to Sections 3-29-16 and 3-29-17 NMSA 1978, and do hereby make, execute and acknowledge, in duplicate, this Certificate of Association in writing. This Certificate of Association shall supersede the Articles of Incorporation and all amendments to the Articles of Incorporation of the Big Mesa Cooperative.

James Legion
P.O. Box 8
Conchas Dam, NM 88416

James McElroy
P.O. Box 626
Tucumcari, NM 88401

Ed Mills
P.O.Box 8
Conchas Dam, NM 88416

Joe Barnett
Tucumcari, NM 88401

Melvin Gilmore
1613 Second Street
Tucumcari, NM 88401

Ralph Gonzales
P.O. Box 946
Conchas Dam, NM 88416

Fred Steig
P.OBox 55
Conchas Dam, NM 88416

Merlin Engesser
P.O. Box 15
Conchas Dam, NM 88416

Harmon Reynolds
P.O.Box 129
Conchas Dam, NM 88416


ARTICLE I

The objects and purposes for which the Association is formed are as follows:

To associate its members together for their mutual interest and benefit, and to that end, to acquire, construct, install, maintain and operate a water and/or sewer system for the supplying and distribution of water for domestic uses and /or collection of sewage for its members and to engage in any activity related thereto, including, but not limited to, the acquisition of water by purchase, appropriation, lease or otherwise, and the diversion and storage thereof, the drilling, pumping and the purchase, laying, installation, operation, maintenance and repair of wells, pumping equipment, canals, ditches, structures, pipelines, valves and all other material and equipment necessary to the construction, repair, maintenance and operation of a complete domestic water supply distribution and /or a sewage collection and treatment facility, and/or a solid waste collection and disposal system.

To borrow, from any source, money, goods or services, and to pledge or mortgage any of its property as security therefore, in any manner permitted by law.

3. To buy, lease, hold and exercise all privileges of ownership in and to the real or personal property as may be necessary or convenient for the conduct and operation of the Association .


ARTICLE II

The name of the Association shall be Big Mesa Mutual Domestic Water Consumers Association.

ARTICLE III

The term of existence of the association shall be fifty (50) years.

ARTICLE IV

The business and affairs for the Association shall be conducted and managed by a Board of Directors consisting of not less than five (5) members nor more than eleven (11) members. Members, all of whom shall be members of the Association and those who shall, as directors, manage the affairs of the Association for the first year, unless sooner changed by the members of the Association, are as follows:

James Legion
P.O. Box 8
Conchas Dam, NM 88416

James McElroy
P.O Box 626
Tucumcari, NM 88401

Ed Mills
P.O. Box 8
Conchas Dam, NM 88416

Joe Barnett
Tucumcari, NM 8840I

Melvin Gilmore 
1613 Second Street
Tucumcari, NM 88401

Ralph Gonzales
P.O. Box 946
Conchas Dam, NM 88416

Fred Steig
P.O.Box 55
Conchas Dam, NM 88416

Merlin Engesser
P.O. Box 15
Conchas Dam, NM 88416

Harmon Reynolds
P.O. Box 129
Conchas Dam, NM 88416


ARTICLE V

The principal office ofthe corporation shall be located at Box 40, Conchas Dam, NM 88416. 


ARTICLE VI

The Association shall have no capital stock and the Association shall issue no shares of stock.

ARTICLE VII

Membership in this Association shall be represented and evidenced by a membership certificate. No person who is otherwise eligible for membership shall be entitled to purchase membership or will be admitted membership, if the capacity of the Association's system is exhausted by the demands and needs of existing members at the time of application for membership is made.

ARTICLE VIII

That, not withstanding any provision which may be made in the bylaws of this Association for the issuance of more than one certificate of membership to one natural person being a member for the purpose of equalizing assessments against membership certified on the basis of service rendered by the Association, watch person being a member shall be entitled to one and only one vote in the affairs and business of this Association. There shall be no voting by proxy. Voting by mail shall be allowed only if provided for and in the manner as provided by the bylaws of this Association . Mail votes shall be conducted to the extent as provided in the bylaws in computing a quorum for the holding of a meeting of members.

ARTICLE IX

The minimum number of memberships which must be owned in order to qualifY for membership is one (1).

ARTICLE X

In the event this Association shall be directed to dissolve by the members as provided by law, the Trustees designated by the members, within the time fiXed by the members of any extension thereof, shall liquidate the assets of this Association, sha11 pay its debts and expenses, sha11 return to the members the par value of the membership certificates, and shall distribute any surplus among the members upon the basis oftheir patronage during the period of six years immediately preceding the dissolution.

ARTICLE XI

These Article may be repealed or amended by a vote of two-thirds (2/3) of the Board ofDirectors voting at any regular meeting of the Association, or at a special meeting of the Association called for that purpose. Except that so long as any indebtedness is held by, or guaranteed by any agency of the United States, State ofNew Mexico, or San Miguel County governments, the members shall not have the power to change the purpose of the Association so as to decrease its rights and powers under the laws of the State, or to waive any requirement of bond or other provisions for the safety and security of the property and funds ofthe Association or its members, or so to amend the Articles as to effect an approval of any agency of the United States, State ofNew Mexico or San Miguel governments.

IN WITNESS WHEREOF, we the incorporators, have set our hands and seals this day of

,2002.


James Leigon, President

Ed Mills, Secretary-Treasurer


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