The oasis., 1905-02-11

. 1isffift m8nit rF corporation Nf pHblif uf \ pfi*Hts corporation tNeffuf subject iu tNa lHWs
 f any suei sftie 1f i1rfisa eounify
 Without liuit at t0 amounts f0 dfaN make, | accept. endorse discount eEecute aHd issue | pf1missu notes. drafts. bills ul exchange, | warrants. bonds. dnNeutIres. and other neao- ! tpDie and transferable instruments so far Hs
 the same may be permitted by the laws oi tbe
 state oi NeW Jersey
 TO issue bonds. and Co sell or bypotbecate
 tho same and f0 secure payment Of the same 1 by mortgage or otherwise upon all or any 0t ! the property 0i the Corporation.
 To sell or ssue any or all of its capital stock
 or any bonds ,deoentures,o other evidences of
 indebtedness authorized by It's Board Of Direc- [ tors, in payment for the goodwill, rights, busi
 ness personal property, real estate, or leases 1 thereon, of any person, firm, association or cor
 poratOn, and the judgment of its Board of ! Directors as to the value of such goodwill | rights, business, real estate, or leases thereon shall in the absence Of fraud, be conclusive To remunerAte any person, persons or cOrp0r-
 ation for services rendered or to be rendered l in placing or assisting to place, or guarantee ing the placing of any of the shares of the Companys capital stock, or any debenture bonds or other securities of the company in or
 about the formation or promotion oi the Com pany, the selection and procurement Of Direc tors for the conduct ol it's business upon sucn terms as the Board of Directors or Executive Committee may determine and direct. To guarantee the payment of dividends or interest on any shares, stocks, debentures or other securities named by, or any other con tract or obligation 0f, any corporation when ever proper or necessary for the business of the Company upon such terms and conditions and ill such manner as may be prescribed by the bylaws or by resolution of the Board of Direc-
 tors or Executive Committee
 To hold, purchase, or reissue and sell the shares of it's capital stock.
 10 do all and yerything necessary suitable
 or proper for the accomplishment of any Of the purposes or the attainment oi any one or more of the objects herein enumerated, or
 which shall at any time appear conducive or ex- 4aat for hp nr hpuAHf nf bA p poration. either as holder of or as interested
 party in any property and, n general, to car ry on any business, whether manufacturing, mining or otherwise, permitted by the laws of
 this state.
 TO have offices and to carry on business with
 out restriction as to extent, state, place or country
 To do any or all of the things herein set forth
 to the same extent as natural persons might or
 could do, and in any part ol the world, either as principals, agents, contractors trustees or otherwise, and either alone or conjointly with others
 In general, to carry on, in connection with 1 the objects, powers, purposes, and business above set forth, and any other business what soeyer and wlth all the powers conferred by the laws of New Jersey upon corporations un-
 der the act hereiubefore referred to-
 It IS the intention that the objects specified in this Article shall except where otherwise expressed therein, be in nowise limited or re- stricted by reference to or by inference from
 the terms of any other paragraph or clause of ALAA IN1kkANakG bi AHNpApOAhttDkts DAb kFlhk kHE objects specified in each Of the clauses oi this Certificate, and the powers described in each of the paragraphs, of this Certificate shall be
 regarded as independent objects and powers THIRD. T.e stock of this company is of two kinds, lo.wit: Common Stock ahd Preferred Stock. The total amount of authorized stock is one million, five hundred thousand dollars ! ($I590,000l divided into fifteen thousand shares (l5,000 of one hundred dollars (Sl0O each. Of
 the total authorized capital stock one million,
 two hundred and fifty thousand dollars (Si- 8,Q00l will be common stock, and two hun- i dred fifty thousand dollars ts250,000 will be preferred stock. The preferred stock will have | preference over the common stock in respect 1 to dividends, and the holders thereof shall De l entitled to receive in each year, out of the l accumulated profits of the Company. in excess
 Of any sum which shall have been fixed and reserved as working capital, non-cumulatiye l dividends of six per centum per annum, pay
 able quarterly, miannually or annually, as l the Directors may, from time to time, deter
 mine, before any dividend shall be set apart or ] paid on the common stock of the Company. After dividends at the rate Of six per centuin per aunum from the profits of the Company i for any year have been paid upon the preferred stock, dividend of not to exceed six per cent
 per annum may be paid upon the common
 stock. After six per cent per annum has been
 declared and paid in dividends upon the pre- ferred stock and six per cent per annum de-
 clared and paid in dividends upon the common 1 stock for any one year, any remaining profits l for the year which, within the discretion oi ] the Board, may be declared and paid as divid-
 ends shall be paid upon the preferred and l common stock alike.
 1 In case of liquidation or dissolution of the Company, the holders of preferred stock are entitled to be paid in full up to the par value Of their preferred shares before any amount Is paid to the holders of common stock. The Company may purchase and retire the pre- 1 ferred stock, or any portion thereof, at any l time after the first day of July l907 by paying the holder or holders thereof the par value and l five per centum thereof in addition thereto ! Provided that in case any portion of such preferred stock shall be so purchased, the same
 shall be. purchased from each holder, pro rata. ] in proportion to the amount held by him. The voting power Of the Company is vested in the
 holders of preferred and common stock alike,
 and all such holders shall be entitled to cast
 one vote either in person or by proxy for each
 share of common stock and one vote for each
 share of preferred stock held by him.
 FOURTH The management and control oi 1 the business, property and affairs of the cor poraton shall be vested in and be conducted by Board of Directors of not less than three l t3 members. as fixed by the Bylaws, who shall be elected at the annual meeting of stockhold- ers except the first Board which shall be chosen at q meeting of the incorporators duly