Bisbee daily review., 1903-07-18

any company as the consideration or part of the consideration for the sale of the whole or part of the business, property and undertaking of the com pany, or connected with any other transaction, and to distribute any such consideration among the members of the company, in specie, or in any such share, stock and obligations in any company, association or society; to borrow moHey for any purpose of the company, and for the purpose of se- curing the same or otherwise, to mortgage or charge all or any part of the property of the company, and to create, make, draw, accept and issue, debentures, stocks and bills of ex- change, promissory notes or other obi. gation or negotiable securities; to in. vest. lend and deal with the moneys of the company not immediately required, upon such securities, and in such manner as may be from time to time determined by 75 per cent vote of the stock issued and. outstanding; to sell, Aiienate or otherwise dispose of the entire property and holdings of the corporation when thereunto authorized Ds o fStC Ot at ltdSl OI lhS capital sTock of the company actually issued and outstanding.
 ARTICLE VI
 The amount of the capital stock au. thorized. ard the time and conditions upon which it is to be paid. are as fol lows: The amount of capital stock of this corporation shall be Five Mil lion (s5.oo0 ,0O0) Dollars. divided into Five Hundred Thousand $500. .OOO) shares of the par value of Ten Dollars tSlO) each, and the same shall be issued when paid for in money, ser. vices or property. as the Board of Di. rectors may de, ,ermfne. and when is. sued shah be fully paid and shall be non-assessable.
 ARTICLE VIZ.
 The maximum amount of indebted ness or liabilities of any kind which this corporation Shall be authorized 70 incur at any time is tte sum of Five Hundred Thousand ($500, ,000) Dollars which indebtedness may be incurred at the discretion of the Board of Direct. ors, by issuing bonds -or other negotia. ble securities or instruments.
 ARTICLE VIII.
 t'oeS pACPNiNs Ol lht of this corporation Shall always be ex- empt from the debts of the corpora- 'tion-
 ARTICLE K.
 The Affairs of this corporation shell be conducted by a Board of Directors consisting of five (5) persons, which number may be increased at the will ot the stockholders to any uneven nun Der not exceeding eleven C11S. Such directUrs sfrall pe elected at the regll. lar annual meeting of the stockholders of the corporation, and they shall hold office until Iheir'successcrs Ire elected and qualified. Provided. however. hat until the annual meeting hereinafter provided for, next succeeding the hline of these Articles of incorporation. the following named persons Shall be and constitute the directors of -tiiis curpor- alton: Robert Mitchell. J. p. Tag garT. T. H. Collins, E. J. Parkinson and c. J. Wheeler. Said directors shah have the power of 1tecting the officers of the company. to serve until their successors are duly elected and qualified. the same as though said di- reCtors Trad been elected Ht a regular annual meeting, as Hereinafter pro- vicsed.
 ARTICLE <.
 Tte aKnual-meeting cf the stocKf old CTS referred to in Article TX shall be held on the 7hrst Tucgtzsy in Apfl of each year, at such place, either within or without the e-Territorv of Arizona, as the Board of Directors siaiT select Notice Tn writing of the time and place of such meeting shall be mailed to the last known address of each stock holder at least fifteen FTs) days before the tinre of ssch meet. and copy of such notice shall be published in a newspaper of general circulation in the County of Cochise. Territory of Ari- ZOna, n. at least two issues of said paper. Calleo or extraordinary meet ings of the stockholders may be or dered and convened at any time by the president when thereuntD authorized by a nrEJOrity vote of the Boart of 'D- rectors, and ttfes same shall be prderel and convened without stS!h authoriZa- tion upon petition of at least one-thirf of the stock actually issued and out standing 1stse notice iI wriEng of the time and aaace of su,1h .exiraor- dinary meeting shall be given as m the case of tfse annual meeting.
 ARTICLE xL
 At all meetings of the stockholders a Of a majority 3f the capital stock which may bs actually issued and outstanding shall constitute a quorum for the transaction of Ibusi- Irss.
 ARTICLE XII.
 The officers of 1}lis corporation shall be a president, vice president treas urer and secretary, who shall he -elset- ed annually from among the directors by majority vote thereof. at a meet ing held immediately after the annual meeting of the stockholders The vice president and treasurer may be one and fHe same person. A majority of said directors shall constitute a qno- rum, and any meeting of the directors at which a quorum shall be present shall be a legal meeJkng. The Fresi- dent shall be the executive officer of the corporation, and sinall sign all con veyances, cheeks, contracts and other instruments Provided. however, that all such instruments executed by the president snail, before they shall be valid and binding uDon ;Ehis corpora ton. be countersigned by the secre- tary. or, in hss absence or inability to act, the treasurer. Any officer of the corporation may be remo@ ed at any time by a majority vote of the Board of Directors and the vacancy thereby