The news-herald., 1903-04-04

tions formed under the act or acts of
the legislature of said territory.
Article 8. In furtherance, and not
in limitation of the powers conferred
by statute, the board Of directors are
expressly authorized:
To hold their meetings, to have one
or more offices, and to keep the books
of the company within or without the
may be from time to time designated
by them;
To determine from time to time,
whether. and If allowed under what
conditions and regulations the accounts
and books of the company (other than
the stock and transfer books) or any
of them shall be open to the inspection
of the stockholders. and the stockhold-
ers' rights in this respect are and shall
be restricted or limited accordingly;
To make, alter, amend and rescinl
the bylaws Of the company, to fix the
amount to be reserved as working capt.
tai, to fix the times for the declaration
and payment of dividends, to authorize
and cause to be executed mortgages
and liens upon the real and personal
ways that majority Of the whole board
concur therein;
With the consent in writing and pur-
suant also the affirmative vote Of the
holders of majority of the stock is
sued and outstanding, at a stockhold-
ers' meeting duly called for that pur-
pose, to sell, assign, transfer or other
wise dispose Of the property of the
company as an entirety, provided al
ways that majority Of the whole
board concur therein;
BY a resolution passed by a majority
vote Of the whole board, under suitable
provision Of the bylaws, to designate
two or more Of their number to constt-
tute an executive committee, which
committee shall, for the time being, rs
provided in said resolution, or in the
bylaws, have and exercise any or all
Of the powers of the board
Of directors which may be law
fully delegated in the management
Of the business and affairs of the con-.
pany. and shall have the power to an.
thorize the seal Of the company to be
affixed to all papers which may re-
quire It.
The company may use and apply its
surplus earnings or accumulated profits
to the purchase or acquisition OF prop
erty, and to the purchase or acquisition
OF It's own capital stock from time to
time, to such extent and in such man
ner and upon such terms as its board
of directors shall determine; and
neither the property nor the capital
stock SO purchased and acquired shall
be regarded as profits for the purpose
OF declaration or payment OF dividends.
unless otherwise determined by a ma
jority Of the board Of directors.
The corporation reserves the right 70
amend, alter or repeal any provision
contained in this certificate Of incor-
poration In the manner now or here.
after prescribed by statute, and all
rights conferred on stockholders herein
are granted subject to this reservation.
Article 4. The capital stock of this
corporation shall be one million dollars
($1,OO0,0O0.00), divided into ten thou
sand 100000 shares of the par value
of one hundred dollars ($100.OO) each.
which stock shall be issued paid I'D
and worcestershire in exchange for
cash, services or property.
Article 5. The business and affairs
OF this corporation shall be conducted
by a board Of five (5) directors, who
shall be elected annually by the stock
holders of this corporation, and the fol
lowing named incorporators shall con-
stitute the board Of directors until
their successors are elected and quail
lied: William A. Sharp, George II,
Klumph. Frederick c. Frankenberr.
Charles j. l.. Kressman and Michael T
Breen Thereafter the board of d.,
rectors shall be elected annually bv the
stockholders as the bylaws of the cor
poration may provide. The board of
directors are, in addition 60 the powers
conferred by statute, authorized to hold
their meetings and I'd have one or more
offices, and to keep the books of the
corporation within or without the Ter
ritory of Arizona, at such places as
may from time to time be by said
board designated, but subject to the
laws Of the United States and the Ter
ritory of Arizona
Article 6. The corporation may COM
mence business on the day when these
articles are filed in the Office OF the
county recorder in the county OF Mari
copa, in the Territory of Arizona, and