The oasis., 1907-02-02

Ht NNif fn fsus4aHd .tafs lHml .hdft Ha NhuWN tn1 iHitHHMt Ha 8mW tiN.N 9t Ne fpfpeIHiiDn aUd a Vth ahaIi ne enuNpd gdyIienu ln e1rlHn0ilgn wifh the nfeiufel tt0tt lf fhe fUfpUf0tiUH after fhn pfi0fltg N8f meuf Df divldehtt lf eight fN pef oe0ium ppt nuuum ifum fhH eafhiuat 0f the lIfp0HllUu shafea as befeiunftef provided and fhfee thousand Wu1nl shafps 0f ihe eapita stntk Hf ihe corporation shall he known and deslHndied at 9touvefUhe gnmUlative. Eight Percent Preferred Annual Dividend stutk and as such
 t shall have preference and priority over the Common Stock 0f he eUfpufatiott n the ap. purti0nmeni 1f the e0fp0fatiou's earnings Co the extent of Eight ts) per centum per anuunl and the payment of any and all accumulated dividends thereon to be payable annually On its par value when issued. and im case of ad4 verse or ameabc dissolution or termination of this corporatiou, it shall in addition have when issued q prior lien Co the extent of its par value and cumulative interest, as Go any and all of the corporations rights, properties and assets as against any rights or interests whatsoever attaching Go the Common Stock all of which conditions shall be provided and specified in said Preferred Stock Certificates. A further provision of said Preferred stock Certificates shall be, that the holders thereof, at their option, may convert the same into the Common Stock of the corporation, and the basis of such conversion shall be one share of Common for one share of Preferred and when SO converted said Preferred shares shall be re- tired and cancelled. It is the further intention of the Incorporators that these Articles of In. corporation shall make the duty mandatory on the present and all future Board of Direct ors of this Corporation to set asi1e, during each year of it's existence, or until such a time as all of the shares of Preferred Stock of the corporation is converted into Common Stock and retired sufficient of the first gross earnings of the corporation in each year to liquidate such annual dividend charges and any ac- cumulated dividenIs thereon as may be due or maturing during said year on the issued Pre- ferred Shares.
 At such times and under such conditions as the Board of Directors may direct, such capital stock shall be paid into the Corporation either by cash or by the sale and transfer to it of real or personal property or services for the use and purpose of said corporation, in payment of which shares of the capital stock shall be is- sued, and such stock when issued shall be fully paid and non-assessable, and the judgment of the Board of Directors as to the value of the property purchased or services rendered shall be- in the absence of actual fraud. conclusive.
 The capital stock may be increased or de- creased by the affirmative vote of the majority of the stock then issued but in case of the in crease of the capital stock, each shareholder of either Of the Common or Preferred shares shall have the priVilige of subscribing for such number of the proposed increase as he may be entitled to according to the number of shares held by him as evidenced by the Records of the company before the stock IS increased.
 ARTICLE VI. The business affairs of this cor. poration shall be conducted by Board of Di- rectors consisting of not less than three nor more than eleven members each of whom shall be a shareholder, and whenever Di- rector ceases to be a stoekhOlder he shall at the same time cease to be Director.
 They shall be elected annually by the stock holders at their annual meeting, which shall be held on the first Monday in January, 19OS and or said date each year thereafter and said meetings to be held in any of the offices Of the company, and they shall hold their offices until their successors are duly elected and qualified.
 Bylaws of this corporation in the election of Directors shall provide, that the vote of any stockholder may be cast in person or by writ executed shall continue in force until revoked in writing and such revocation filed with the Secretary of the corporation
 Any vacancy in the Board Of Directors may be filled by the remaining members Of the Board by appointment from among the stock holders and such appoiu tment shall be for the unexpired term of which the appointment is made.
 The frst Board of Directors shall consist of the following persons, to-wit: Charles w. Bolen. Cyrus J. Mitzel Benjamin s. Phillips, John Gasson and H. Gordon Glore
 The present Board of Directors are empow cred to add to the Directorate, at any time prior to the Annual Stockholders meeting, to be held on the first Monday in January. 1908. six new members. majority of the Board of Directors shall constitute quorum for the transaction of all business.
 The Directors shall have full power and authority to adopt By laws and to change and amend the same as they uecm eApeulcHt
 It shall be a duty mandatory on the Board of Directors of this corporation, to annually set a- side, sufficient amounts in cash from the corpOr- ations first gross earnings, Co be applied to the exclusive purpose of liquidating all interest or dividend charges matured or maturing during the year on any and all of it's issued and out standing Preferred Stock,
 All earnings of the corporation, excepting so much thereof as may have been, or from time to time is deemed expedient apd neces sary by the Board of Directors to be set aside for the future successful conduct or Its busi- ness, payment of liabilities, purchasing, equipping, developing, improvements, en. Judgements, operations and for sinking fund or reserve purposes must be divided annually by means of Dividends declared on the stock at the annual meeting. Said earnings to be first apportioned to the extent of Eight per centum per annum on the par value and pay ment of accumulated dividends if any on the outstanding issued Preferred Stock, all as pro- vded in Article V herein.
 ARTICLE VII. Within reasonable time after the election of any Board of Directors, they shall meet at any of the offices of the corpora tion and elect the officers of the corporation,