Arizona republican., 1902-03-10

from among the members of the Board of Directors and shall hold their offices for term of one CD year and until their successors are elected and qual- flied; said officers shall receive such compensation as the Board of Direct ors may determine, if approved by the holders of a majority of the issued stock.
 The meetings of the Board of Di- rectors shall be held in such places in the Territory of Arizona and at such times as the majority of the said board shall determine and all such meetings at which a majority of the Directors shall be present, shall be regular meet ingS. The Board of Directors may also hold meetings in such places with out the Territory of Arizona and at such times as all of said Directors may unanimously determine.
 The annual meetings of the stock holders shall be held on the first Mon day in May of each year, and other regular meetings may be held at such times and at such places within the Territory Of Arizona as may be des- ignated by the holders of the majority of. the issued stock of the corpora tion.
 The Board of Directors shall have full power to sell or exchange the shares of the capital stock of this cor poration for mineral lands. mines. min ing claims or other real estate or for mills. smelters. hydraulic plants or any other kind of machinery or for any other kind of personal property or for any and all kinds of labor or services needed in carrying on the business of the corporation on such terms as said Directors may think best, or to sell the same for cash or to exchange the same for shares of the capital stock of other corporations.
 The Directors shall have power to make, establish. amend or repeal all bylaws, rules and regulations deemed eXpedient for the management of the affairs of the corporation and to ap- point and employ all necessary agents, servants and laborers and fix the com pensation for the same. If any Di- rector shall cease to be a stockholder he shall thereby and thereupon cease to be a Director, and the remaining Di- rectors shall elect a stockholder to fill said vacancy until the next annual meeting of stockholders.
 ARTICLE VI.
 The highest amount of indebtedness direct or contingent. to which this cor | poration may at any time be subject shall be the sum of Two Hundred | Thousand ($200, ,000O0) Dollars ARTICLE VII.
 The officers and the stockholders ot this corporation and their private property shall always be exempt iron any and all liability for the debts oi this corporation.
 ARTICLE VIII.
 The stockholders may be present by rroXy at any and all meetings of the stockholders and vote upon all ques- ! tions as though present in person. pro- vided always that such proxy shall bC held and voted by q stockholder of tn, I corporation.
 ARTICLE TX.
 These articles may be amended a any regular meeting or the stockhold. CTS by the affirmative vote of three fifths (S-5) of all the stock present a such meeting. provided that sucf ! thTee-fifths (3-5) present shall be a i least one-half (1a) of all of the stock issued: and provided that at any meet ing other than an annual meeting, thar notice of the intended amencment ha: been given the stockholders with tn, notice of the meeting at which sucf amendment is submitted for action.
 ARTICLE N
 This corporation may at any ,:me and from time to time, when the sam, shall be decided and determined by either the stockholders or the Direct OTIS, issue preferred stock. not exceed ing in amount in the aggregate tW, hundred thousand shares, and ma, provide by proper resolution or con tract with the purchasers or subscrib CTS Of said stock that the same shall b and remain first claim upon the prof it's or the property and profits of tn corporation after it's indebtedness, ant that the holders thereof shall be en titled to receive from the net earning of the corporation on a dividend no exceeding ten per cent per annunl payable semi-annually or annually and to have such interest or dividen' payable in full each and every yea before any payments of interest or div idendS upon the other or common stock; and whenever the net earning of the corporation which shall be ap piled in the payment of interest O dividends on the preferred stock and O interest or dividends upon the com mon stock shall be more thal sufficient to pay both said in tercst on said preferred stock il full and the same per cent dividen upon the common stock for the year il which said net earnings are so applied then the excess of such net earning after such payment shall be divide upon the preferred and common share equally share by share. This corpora ton may by proper resolution or con tract, by the Directors or stockholders at the time of issuing such preferre stock make any provision that may b deemed proper for the redemption an cancellation of such preferred stock and may also restrict or deprive sue ], stock of the right to be voted at any o all stockholders meetings.
 IN WITNESS WHEREOF We hay hereunto set our hands this 2nd day 0 January, A D. 1902.
 B. r. PORTER.
 J. ELLIOTT WALKER. l.. H. LANDS.
 EDWARD EISELE.
 ARTHUR J. EDWARDS.