Arizona republican., 1901-02-08

articles, or until their successors are elected and qualified. to-wit: J. r. Bartholomew, C. W. Fowler, r. c. Thurman. M
 Tie officers of this corporation shall conslst of President, Vice. President. Secretary and Treasurer, and such other officers and agents as the board of directors may deem necessary for the proper transaction of It's business. Said officers shall be elected at the first meetln" Of the board of direct ors, held at.er the annual meeting of the stockholders. Until the first an- nual election, the officers of the com pany shall be: President J. F. Bar tholomew; vice-presldent. J. R. B. Coons; secretary; c. W. Fowler. treas urer. PC. Truman.
 Efgh The corporation may use and apply its surplus property, earn ings ir accumulated profits ia the y0- solutp discretion of the boa.d of di- rectofs. to the creation and mairte- nance of surplus fund. or to the pur. chase and acquisition of property, real and personal, and 10 the purchase or acquisition of Its own capital stock. and may take said capital stock in payment or satisfat tion of any debt due the company, from time to time, and to such extent and in such man. ner. and upon such terms and conii- tions, as Its board of directors shall determine, and may reissue said stool, acquired; and neither the property nor the capital stock so purchased and ac- qmred, nor any Of it's capital stock taken m payment or satisfaction of any deSh due the corporation, shall be regarded as profits for the purpose of declaration or payment of dividends, unless otherwise determined by the board o. directors, or q majority of the stockholders.
 The corporation. Tn It's bylaws, may prescribe the number necessary to constitute a quorum of the board Of directors which number may be less than majority of the whole number.
 The ntmber of directors, at any time, may be increased by vote of the board or directors, and in case of any such increase. the board of directors shall nave power to elect such additional dt- rectors. to hold office until the next meeting of the stockholders, or until their successors shal. be elected,
 The board Of directors shall have power, without the assent or vote of the stockholders. to make, alter. amend and rescind the bylaws of the cor porat!on, to fix the amount to be re- served as surplus and working capital, to authorize and to cause to be exc cuted. mortgages and liens upon the real and personol property of the cor poration, ard from time to time, to sell. assign, transfer or otherwise dis pose Of ary or all of the property of the corro -ation. but no such sale of all the property shall be made except pur- suant to the vote of, at least, two- thirds of the board of directors. The board of directors. in addition to the powers ard authorities by statute, and the by-laxs expressly conferred upon them are hereby empowered 60 exer- else all such powers and do all such acts and things as may be exercised or done ty the corporation, but sub )ect nevertheless to the provisions of the statutes of the charter. and to any regulations that may from time to time be made ny the. stockholders; provided that no regulations 30 made, shall in-
 
 ter, or any prior acts of the directors which would have been vali0 if such regulations had not been made
 The board of directors. by resolution passed by majority Of the whole board, may designate three or more d. 'ectors to constitute an executive com- nittee, which committee. to the extent provided in said resolution, or In the ,y-laws of the corporation, shall have md may exercise the power of the board of directors in the management 'f the business and affairs of the cor. ,oration. and shall have power eo au. hor1ze the seal of the corpora tion 10 ,c affixed to all papers which may rs- luire 1t.
 The committee shall have power to make rules and regulations for tile conduct of It's business, and to deter nine how many members thereof shall constitute quorum.
 The officers Of tie committee shall 'e chairmin. vice-chairman and a ecretary. wlio shall hold office during he term of their office, as members of he commdttte, and shall be elected by he committee. At a.l meetings of thc o'''ii'''SS, oh queStIonS small De 0c- ecided by a majority of votes, and in ase of an equality of votes. the chair nan, and in his absence. the vice. hartman. ani in the absence of both, he secretary shall have a second and eciding vote
 The stockholders shall determine and K the compe nsation to be paid to the members and officers of the committee. whenever the tern of office of any member or officer of the committee hall expire, the directors shall elect q accessor; any member of the commit ee may be elected 70 succeed him. eh Any dirctor Is eligible to elec- lon as member of the executive 
 The term of office of each member of he committee, shall be co-extenslye 'ith the term of his. office as director. nless the directors, at the time of his lection. shall fix, shorter period or erm of office which they shall have ower to do. Any member of the com littee. who shall cease to be a director the company, shall. ipso facto, cease be a member of the committee. All vacancies of the executive com ittee shall be filled for the unexpired 'rm, from the directors by the re- l ttNft h.