Arizona republican., 1908-08-13

as holder Of or interested in any property or otherwise;
 To do any and all kinds of business which private persons might or could do; to do and perform any and all acts not inconsistent with the laws of the United States or of said territory of Arizona; to own, control and en- gage in any other business permitted by law; to do all things incidental to the purposes aforesaid or connected herewith;
 But in no event shah any power herein enumerated be construed to deny any right. or power which might or could be exercised by said corpora ton.
 ARTICLE III. The amount of the capital stock of said corporation shall be one million dollars ($1.000. 100000 to be divided into ten thousand (1O,- OOO) shares of the par value of one hundred dollars ($100.00) each.
 At such times as the board of direc- tors may by resolution direct, the capital stock of said corporation shall be paid into this corporation, either in cash or by the sale and transfer to- it of property for the uses and purposes of said corporation, and in payment therefor shares of stock of this cor portation, which shall or may be issued shall, immediately upon the issuance therof, become and be fully paid up and forever non -assessable; and in the absence of actual fraud in the trans action; the judgment of the board of directors as to the value of the prop erty purchased, or services rendered to the corporation for shares of the cap ital stock shall be forever cOnclu- sive; and shares of the capital stock may be issued for services rendered to said corporation either in it's creation or for other services, and said capital stock shall stand upon the same footing as if it had been paid for in actual cash. Shares of the capital stock of this corporation may be sold by order of the board of directors at par or any other price, whether more or less than par. which said board of directors may. in their discretion di- rect, and when so sold and issued shall be fully paid up and non-assess- able.
 ARTICLE ". The time of the com mencement of this corporation shall be
  corporation with the auditor of Ari- zona, and the termination thereof shall be twenty-five (25) years thereafter, but its charter rights may be renewed before its charter expires, from time to time, for periods not exceeding twen- ty-five (25) years at time. perpet- ually.
 ARTICLE V. The affairs of this corporation shall be managed by a board of directors, composed of not less than two @ persons, and not more than fifteen Q5) as the bylaws of the corporation shall direct: a ma jority of whom present may proceed and act with authority.
 The following named persons shall constitute said board of directors un- til their successors are elected. tO-wit: William P. Doyle, Antonio N. Berryesa and Benedict B. Lawler. All subse- quent directors shall be elected from among the stockholders of said corpo- ration. for which election the bylaws of this corporation shall specially pro- vide, and which said election shall be held annually on the fourth Saturday in January, unless otherwise provided by said bylaws. The vote of any stockholder may be cast either in per- son or by written proxy at any stock holders meeting. which written proxy. when once executed, shall continue in force until revoked in writing and such revocation filed with the secretary of this corporation.
 The officers of this corporation. un- til their successors are elected, shall [ An tonic N. Berryesa, secretary, and Ben edict B. Lawler. treasurer.
 ARTICLE VI The highest amount of indebtedness or liability, direct or contingent, to which this corporation is at any time to subject itself shall be three hundred thousand dollars (SSO0, 900. O0.)
 ARTICLE VII. The stockholders of this corporation and their private property shall be exempt from all cor porate debts and liabilities of any kind whatsoever and shares of the capital stock in this corporation shall forever be non -assessable.
 ARTICLE VIII. The board of direc- tors of this corporation shall have the power to adopt bylaws and amend or rescind the same, and to make all rules and regulations deemed neces- sary or expedient for the management of the affairs of this corporation and the officers thereof, not inconsistent with the laws of the United States or the laws of the territory of Arizona.
 ARTICLE TX. The board of direc- tors, may, by means of a resolution adopted by majority of the whole board at a meeting duly called for that purpose designate three (3) directors to constitute an executive committee which committee shall have and exer- else all powers and rights of the full board of directors in the management of the business and affairs of the cor poration.
 ARTICLE x. Any officer or direc- tor. whether elected by the stockhOld- CTS or named in the certificate of in corporation. or elected or appointed by the board of directors, may be re- moved at any time by the affirmative vote of stockholders holding a major ity of the outstanding stock of the cor poration.
 IN WITNESS WHEREOF we have hereuntO set our hands and affixed our seals this ninth day of May, A D. 1908.
 WILLIAM P. DOYLE (SeaD