HomeMy WebLinkAbout20150359.tiff THE RURAL DITCH COMPANY
NOTICE OF ANNUAL STOCKHOLDERS MEETING
January 15, 2015
Longmont, Colorado
The regular annual meeting of the stockholders of The Rural Ditch Company will be held
in the Fairgrounds Meeting Room IN THE CLOVER BUILDING; BOULDER
COUNTY FAIRGROUNDS, 9595 NELSON ROAD, LONGMONT,
COLORADO AT 10:00 a.m., THURSDAY, FEBRUARY 12, 2015 for the
purpose of electing directors for the ensuring year and the transaction of such business as may
properly come before the meeting.
RECEIVED
Dan Grant, Secretary/Treasurer
(303) 776-7207 JAN 2 3 2015
dan@dangrantbookkeeping.com
P.O. Box 1826 COMMISSIONERS Longmont, Co. 80502-1826
Even if you expect to be present,please sign, detach, and mail the PROXY NOW. If you
are present,the Proxy will not be used, but we cannot have a legal meeting unless we have a
majority of stock represented.
PROXY FOR VOTING STOCK
KNOW ALL BY THESE PRESENTS, that I (We)(Record Owners of Stock):
Board of Weld County Commissioners
do hereby constitute and appoint the President of the Rural Ditch Company, or
Clay Kimme
of Public Works Dpartment as my Agent, and in my name,place and
stead,to vote as my proxy at the annual meeting of The Rural Ditch Company to be held
February 12 , 2015 upon all matters that may properly come before said meeting or any
adjournment thereof according to the number of votes I should be entitled to vote if there
personally present.
WITNES MY HAND, this ,.V'/'7 day of <f5,2u r , 2015
igned - Barb a Kirk Byer, Chair Signed
Board of Weld County Commissioners
o tit /ITun 2015-0359
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THE RURAL DITCH COMPANY
NOTICE OF ANNUAL STOCKHOLDERS MEETING
January 15, 2015
Longmont, Colorado
The regular annual meeting of the stockholders of The Rural Ditch Company will be held
in the Fairgrounds Meeting Room IN THE CLOVER BUILDING; BOULDER
COUNTY FAIRGROUNDS, 9595 NELSON ROAD, LONGMONT,
COLORADO AT 10:00 a.m., THURSDAY, FEBRUARY 12, 2015 for the
purpose of electing directors for the ensuring year and the transaction of such business as may
properly come before the meeting.
Dan Grant, Secretary/Treasurer RECEIVED
(303) 776-7207 JAN 2 3 2C15
dan@dangrantbookkeeping.com
P.O. Box 1826 WELD COUNTY
Longmont, Co. 80502-1826 COMMISSIONERS
Even if you expect to be present, please sign, detach, and mail the PROXY NOW. If you
are present, the Proxy will not be used, but we cannot have a legal meeting unless we have a
majority of stock represented.
PROXY FOR VOTING STOCK
KNOW ALL BY THESE PRESENTS, that I (We)(Record Owners of Stock):
De.eis,OA on Ri rpxy For Yoky�1 stock- Fov- Ike
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AGENDA
RURAL DITCH COMPANY
FEBRUARY 12, 2015
1. CALL THE MEETING TO ORDER
2. REVIEW AND APPROVE MINUTES FROM LAST
ANNUAL MEETING HELD FEBRUARY 20, 2014
3. REVIEW AND APPROVE FINANCIAL STATEMENTS
DATED DECEMBER 31, 2014
4. SUPERINTENDENT'S REPORT ON THE CONDITION OF
THE DITCH
a. INTRODUCE NEW SUPERINTENDENT
5. OLD/NEW BUSINESS/OTHER?
a. ATTORNEY REPORT
6. STOCK ASSESSMENTS - STOCK ASSESSMENTS WERE
$1,280 PER SHARE WITH A ONE-QUARTER SHARE
MINIMUM.
7. ELECTION OF DIRECTORS - THE TWO YEAR TERMS
OF RANDY RAY AND GARRETT VARRA ARE OPEN
FOR NOMINATION.
8. ADJOURN
February 20, 2014
Longmont, Colorado
The regular annual meeting of the shareholders of the Rural Ditch Company was held in
the Guaranty Bank and Trust Company Building, 401 Main Street at 2:00 p.m.
President Jim Sittner called the meeting to order.
With those in attendance and returned proxies, 34.6 shares of the 50 shares of the
Company ( 69.2%) were represented which constituted a quorum.
After introductions of those in attendance, minutes from the last annual meeting held,
February 21, 2013 were reviewed and approved by motion and second.
Financial Statements dated December 31, 2013 were reviewed and approved by motion
and second.
Mr. Sittner submitted and distributed a Ditch Status Report dated February 20, 2014 a
copy of which is attached to these minutes for reference. Repairs have been
commenced and much work yet needs to be done. Boulder Creek breached and flowed
into the Godding. The Ditch Company's data recorder was destroyed. The Ditch
Company applied for and was approved for a CWCB grant of$20,000. Initial estimates
of repairs were between $38,000 and $45,000 with actual costs expected to be at
$30,000. Some additional work will be necessary where the Rural and Last Chance
ditch cross. The contractor is under budget, and estimates are $3,000 for a new digital
recorder and $5,000 for rip rap. The expectation is that the ditch will be operational by
irrigation season. The sand bank in the river at the headgate is no longer a problem due
to the flood.
The preliminary estimate of water run from April 6 to Sept 2013 was 5,301 AF. Average
yearly flow is approximately 5,800.
Attorney's Report:
Mr. Holwick submitted his 2014 Water Court Status Report, a copy of which is attached
for reference.
Change cases are diminishing. The most recent case is Central's change of 2.5. shares
of stock acquired from Sun Community. The Company is in discussion with developers
at Highway 119 and 1-25. North of Highway 119 and east of 1-25, there have been
some preliminary discussions regarding gravel pit operations. The Company's intent is
to protect its easements, facilities, and rights.
Damages to the Rural and Boulder Creek were less that those under the St. Vrain
Creek due to the September flood. The question posed was how the rivers will carry
the 2014 run off.
Price of CBT units has virtually doubled since 2013 which is a reflection of the
increasing development and economic activity and oil and gas competition.
The Governor wants a State wide cohesive water plan especially for the South Platte
basin. No decisions have been made at this time regarding possible pumping in the
South Platte basin. Mr. Holwick indicated that there could be potential ballot issues
regarding use of water for public access. This concept would be contrary to historical,
legal water rights.
In regard to new business, Linda Jamison requested her stock certificate after the
affidavit for a lost certificate was published. The certificate was available for receipt. A
question was raised as to whether the Weld County Government has approached the
Ditch Company to acquire excess carriage capacity. Mr. Varra described the prior
excess capacity carriage agreements. 44 cfs capacity has been sold through 2005 at
$6,000 per AF, and $8.00 per AF carrying charge to run water into reservoir/gravel pits.
Additionally, $2.00 per AF is charged to carry water out of the reservoirs to the St. Vrain
Creek. There was a difference of opinion expressed as to how best to maximize the
excess capacity asset of Company. The Board was urged to take advantage of the
potential market competition for the remaining excess capacity. There are at least three
interested parties who were also members of the Board of Directors. The Board was
urged to notify all shareholders if any excess capacity becomes available. So far, only
shareholders have acquired the excess capacity. The money received from the original
sales was used to reduce operating stock assessments. Two entities have offered to
buy additional excess capacity i.e. 15 cfs by L.G. Everist; and 25 cfs by Central. The
Company policy of selling at the establish price was in existence while these current
offers were submitted. Upon opinion and advice of attorney Kahn, the Company policy
was established. It is known that another Ditch Company utilized the sale of excess
capacity on a pro-rata per shareholder basis. Rural will collect $240,000 over the next
four years if the current offers are accepted and executed. The money received from
those sales will be used for capital improvements not for normal operating costs. Mr.
Sittner explained that excess capacity is used only when shareholders have all they are
entitled to. The Ditch Company is not selling water. Company is only selling excess
carriage capacity in the ditch. The contracts also include a provision for a minimum
$3,000 fee per year from each entity holding rights. The minimum carrying fee
generated $9,000 in additional revenue in 2013. The expectation is that assessments
could decrease as the running charges increase. There was general discussion
regarding the Board's procedure for considering future additional sales of excess
capacity and the pricing of those sales considering potential competition.
Garrett Varra requested minutes of each Board meeting be sent to shareholders. Mr.
Holwick's opinion is that the Board is elected by shareholders to do company business,
and that it is not a public entity obligated to post or advertise meeting times. With few
exceptions, the Board has been regularly meeting at the same time and place.
Shareholders are welcome to attend regular Board meetings. Shareholders can inspect
and copy Company records with request and at normal business hours. The Board will
discuss stockholder's attendance and/or mailing of Board minutes.
A comment was made regarding the lack of drainage at the Pelican Shores
development during the flood. The issue was considered more to be a Weld County
storm sewer issue as opposed to Pelican Shores HOA.
Stock Assessments:
A proposal was made to keep stock assessments at the same rate of$1,280 per share
with a one-quarter share minimum. A motion was made, seconded and approved
unanimously to keep the assessment at $1,280 per share with a one-quarter share
minimum.
Election of Directors:
Two year terms of Jim Sittner; Walt Wright and Ted Lohmann were open for nomination.
The one year term of Garrett Varra was open for nomination.
Garrett Varra nominated Jim Sittner and Walter Wright for the two year terms. The
nominations were second. Linda Jamison nominated Garrett Varra for the one year
term. That nomination was seconded. Jim Sittner nominated Tom Stinar representing
Jerrilyn Louise Stinar's stock for the two year term. The nomination was seconded.
With no other nominations, a motion was made to close nominations which was
seconded and approved. A motion was made to elect the individuals as nominated.
The motion was seconded and passed unanimously.
With no further business appearing, a motion was made to adjourn.
Secretary
February 20, 2014
Longmont, Colorado
Board of Directors met immediately following the Shareholder's Meeting. Directors
attending were Jim Sittner; Randy Ray; Walt Wright; Garrett Varra; and Tom Stinar.
Also attending was attorney Scott Holwick.
There will be a request to have Jerrilyn Louise Stinar sign a letter authorizing Tom
Stinar to represent her stock as a Board Member.
President Sittner called the meeting to order.
Randy Ray nominated Jim Sittner as President. That nomination was seconded. A
motion was made to close nominations for President. The motion passed unanimously.
Tom Stinar nominated Garrett Varra as Vice President. The nomination was seconded,
closed and passed unanimously.
Dan Grant Bookkeeping was nominated as Secretary and Treasurer. Additionally, Dan
Grant as Partner was nominated to be Secretary and Treasurer. The nominations were
seconded. Dan Grant Bookkeeping was elected as Secretary and Treasurer.
The next Board Meeting is scheduled for the next Thursday at 9:00 a.m. Kum and Go
developers will make a presentation at 10:15 and the Bestway mining permit permission
will be discussed at 9:00 a.m. Mr. Sittner will be unable to attend; however, Matt
Noteboom of L.G. Everist will be in attendance and represent the Last Chance Ditch
Company as well.
A motion was made to have a policy that stockholders would be invited to the Board
meetings, and that once the minutes of previous meeting have been approved, to be
sent to shareholders with notice of next meeting. The motion was seconded. In
discussion, the suggestion was made to send a letter that shareholders can have
access to records and minutes. One letter, one time would be sent out that records and
minutes are available for review. The motion was defeated with two in favor three
against. Another motion was made to have the Secretary/Treasurer send a letter to
shareholders that company records are open to inspection during business hours, and
pass along other meeting times and dates if requested. Motion was seconded. The
motion passed unanimously.
The second Thursday of each month at 10:00 a.m. will be the regular Board Meetings.
A sutron will need to be in place and operational before water can be diverted into the
ditch. The expectation is that it will be within days.
With no further business appearing, the meeting adjourned.
Secretary
1:54 PM Rural Ditch Company
01/23/16 Balance Sheet Prey Year Comparison
Accrual Basis As of December 31,2014
Dec 31,14 Dec 31,13 8 Change %Change
ASSETS
Current Assets
Checking/Savings
Banking
Checking Account 39,757.31 14,344.32 25,412.99 177.2%
Money Market Account
Reserve for Capital Improvement 22.500.00 0.00 22,500.00 100.0%
Money Market Account-Other 12,727.74 17,694.52 -4,966.78 .28.1%
Total Money Market Account 35,227.74 17,694.52 17,533.22 99.1%
Time C.D..33300 44,518.71 44,452.00 66.71 0.2%
Time C.D.-2'6936 14,117.98 14,089.79 28.19 0.2%
Total Banking 133,621.74 90,58063 43,041.11 47.5%
Total Checking/Savings 133,621.74 90,580.63 43,041.11 47.5%
Total Current Assets 133,621.74 90,580.63 43,041.11 47.5%
Fixed Assets
18"Parshal Flumes 2003
19'Parshal Flumes 2003 6,000.00 6,000.00 0.00 0.0%
Accumulated Deprclatlon -6,000.00 -6,000.00 0.00 00%
Total 18'Parshal Flumes 2003 0.00 0.00 0.00 0.0%
Total Fixed Assets 0.00 0.00 0.00 0.0%
Other Assets
Csrrlage Agreement Receivable
Central Weld 112,500.00 0.00 112,500.00 100.0%
L.G.Everist 67,500.00 0.00 67,500.00 100.0%
Total Carriage Agreement Receivable 180,000.00 0.00 180,000.00 100.0%
Total Other Assets 180,000.00 0.00 180,000.00 100.0%
TOTAL ASSETS 313,621.74 90,560.63 223,041.11 246.2%
LIABILITIES&EQUITY
Liabilities
Long Term Liabilities
Deferred Carriage Charges
Central Weld Deferred 112,500.00 0.00 112,500.00 100.0%
L.G.Everist Deferred 67,500.00 0.00 67,500.00 100.0%
Total Deferred Carriage Charges 180,000.00 0.00 180,000.00 100.0%
Total Long Term Liabilities 180,000.00 0.00 180,000.00 100.0%
Total Liabilities 180,000.00 0.00 180,000.00 100.0%
Equity
Retained Earnings 90,580.63 92,889.33 -2,308.70 -2.5%
Net Income 43,041.11 -2,308.70 45,349.81 1,964.3%
Total Equity 133,621.74 90,580.63 43,041.11 47.5%
TOTAL LIABILITIES S EQUITY 313,821.74 90,580.63 223,041.11 246.2%
Page 1
1:55 PM Rural Ditch Company
01/23/15 Profit & Loss Prey Year Comparison
Accrual Basis January through December 2014
Jan-Dec 14 Jan-Dec 13 $Change %Change
Ordinary Income/Expense
Income
Stock Assessments 64,256.00 64,256.00 0.00 0.0%
Stock Transfer Fees
Less Secretary Fee -50.00 -100.00 50.00 50.0%
Stock Transfer Fees-Other 50.00 100.00 -50.00 -50.0%
Total Stock Transfer Fees 0.00 0.00 0.00 0.0%
Carriage Charge Fees 0.00 9,000.00 -9,000.00 -100.0%
Excess Capacity Carrying Charge 60,000.00 0.00 60,000.00 100.0%
Reimbursed Expenses
Northern-CWCB Flood Grant 20,000.00 0.00 20,000.00 100.0%
Reimbursed Expenses-Other 6,016.72 2,552.50 3,464.22 135.7%
Total Reimbursed Expenses 26,016.72 2,552.50 23,464.22 919.3%
Total Income 150,272.72 75,808.50 74,464.22 98.2%
Gross Profit 150,272.72 75,808.50 74,464.22 98.2%
Expense
Boulder Creek Bypass Strucure
Boulder Creek Bypass Engineerin 190.00 0.00 190.00 100.0%
Total Boulder Creek Bypass Strucure 190.00 0.00 190.00 100.0%
Bank Service Charges
Payroll Service Fees 18.40 17.55 0.85 4.8%
Total Bank Service Charges 18.40 17.55 0.85 4.8%
Chemicals 0.00 1,184.00 -1,184.00 -100.0%
Cleaning 0.00 4,600.00 -4,600.00 -100.0%
Contract Labor 0.00 1,000.00 -1,000.00 -100.0%
District 6 Assessment 3,188.00 3,357.70 -169.70 -5.1%
Dues,Subscriptions&Membershi 275.00 270.00 5.00 1.9%
Equipment Rental 1,210.00 3,883.85 -2,673.85 -68.9%
Hand Tools 0.00 63.56 -63.56 -100.0%
Insurance
Liability&D&O Insurance 3,931.00 5,089.00 -1,158.00 -22.8%
Work Comp 1,068.00 1,051.00 17.00 1.6%
Total Insurance 4,999.00 6,140.00 -1,141.00 -18.6%
Licenses,Permits&Filing Fees 10.00 1.00 9.00 900.0%
Office Rent&Telephone 224.76 214.55 10.21 4.8%
Office Supplies 78.77 26.16 52.61 201.1%
Payroll Expense
Officer Salary 2,678.04 2,678.04 0.00 0.0%
Superintendent Salary 14,889.60 14,889.60 0.00 0.0%
Secretary Salary 7,132.12 6,825.00 307.12 4.5%
Labor Salary 410.00 0.00 410.00 100.0%
Total Payroll Expense 25,109.76 24,392.64 717.12 2.9%
Payroll Taxes
Company FICA 1,556.82 1,512.36 44.46 2.9%
Company Medicare 364.10 353.69 10.41 2.9%
Total Payroll Taxes 1,920.92 1,866.05 54.87 2.9%
Postage and Delivery 58.64 49.35 9.29 18.8%
Printing and Reproduction 50.84 0.00 50.84 100.0%
Professional Fees
Accounting 425.00 425.00 0.00 0.0%
Directors Fees 6,240.00 5,520.00 720.00 13.0%
Engineering Fees 332.50 113.75 218.75 192.3%
Legal Fees 16,991.49 16,266.32 725.17 4.5%
Total Professional Fees 23,988.99 22,325.07 1,663.92 7.5%
Repairs
Flood Repairs&Rehab 38,283.31 0.00 38,283.31 100.0%
Page 1
1:55 PM Rural Ditch Company
01/23/15 Profit & Loss Prey Year Comparison
Accrual Basis January through December 2014
Jan-Dec 14 Jan-Dec 13 S Change %Change
Equipment Repairs 568.42 558.47 9.95 1.8%
Repairs-Other 0.00 1,123.16 -1,123.16 -100.0%
Total Repairs 38,851.73 1,681.63 37,170.10 2,210.4%
Supplies 0.00 70.01 -70.01 -100.0%
Travel&Ent
Meeting Expense 139.96 - 98.58 41.38 42.0%
Total Travel&Ent 139.96 98.58 41.38 42.0%
Vehicle Expense 7,049.76 7,049.74 0.02 0.0%
Total Expense 107,364.53 78,291.44 29,073.09 37.1%
Net Ordinary Income 42,908.19 -2,482.94 45,391.13 1,828.1%
Other Income/Expense
Other Income
Interest Income 128.12 123.94 4.18 3.4%
Interest on Unpaid Stock Assess 4.80 50.30 -45.50 -90.5%
Total Other Income 132.92 174.24 -41.32 -23.7%
Net Other Income 132.92 174.24 -41.32 -23.7%
Net Income 43,041.11 -2,308.70 45,349.81 1,964.3%
Page 2
Page 1 of 1
From: Clayton Kimmi
Sent: Monday,January 05, 2015 4:27 PM
To: Barbara Kirkmeyer;Julie Cozad;Steve Moreno; Mike Freeman;Sean Conway;Jay
McDonald
Cc: Clayton Kimmi; Esther Gesick; Robert J. Frick
Subject: County Water Rights
All,
Here is a list of water rights that Weld County owns. I have also included the number of shares that we have and what
we use the water rights for.
Poudre River Basin
Greeley Wastewater Effluent—300 ac-ft, used for augmentation of dust control wells and gravel pits
Weld County Underground Water Users Association—116 ac-ft, used to augment our irrigation system for our buildings
in the Weld County Business Park
South Platte River Basin
Fulton Ditch—28 shares, no current use in an augmentation plan so rented out annually to agricultural users so that we
can show continued use of the water
Lupton Bottom—2 shares, no current use in an augmentation plan so rented out annually to agricultural users so that
we can show continued use of the water
Lupton Meadows—52 shares, used to augment the Bearson Gravel Pit
St.Vrain River Basin
Rural Ditch—3.75 shares, used to augment the Hokestra Gravel Pit
Big Thompson River Basin
Lake Loveland—0.25 shares, no current use in an augmentation plan but we have been unsuccessful in renting this
water out to agricultural users. Have not used this water right since we obtained it many years ago.
Clay Kimmi, P.E.,CFM
Senior Engineer
Weld County Public Works
1111 H St
PO Box 758
Greeley, CO 80632-0758
O: 970-304-6496 x 3741
F: 970-304-6497
11141.20J I
W E L 0 N t Y
u
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