Arizona republican., 1908-08-14

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
the purposes aforesaid or connected
| Herewith;
But in no event shall any power
herein enumerated be construed to
deny any right or power which might
! or could be exercised by said corpora
ton.
ARTICLE Ill The amount of the
capital stock of said corporation shall
be one million dollars (s1. ,O000O)
to be divided into ten thousand (l0.-
| OOO) shares of the par value of one
hundred dollars (s1O0.oO) 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
Thereof, 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
Dy 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
the date Of filing these articles Of in
corporation with the auditor of Ari-
iona, 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 TWEEN
ty-five (25) years at a time, perpet-
ually.
ARTICLE V. The affairs of this
corporation shall be managed by
board of directors, composed of not
less than two (2) 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 I'M
til their successors are elected, tO-wit:
William p Doyle, Antonio n. Berryesa
and Benedict b. ,Lawler. All SUISSE
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
stakeholder 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, I'M
til their successors are elected, shall
be: William P. Doyle, president; An
tonic n. BerryeSa, secretary, and Ben
edict B. LAWYER 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
($30O, 100000
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-
SdIy VI eNpeulenI lot lne 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 a majority of the whole
board at a meeting duly called for that
purpose designate three go 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 Y. Any officer or direc-
tor, whether elected by the stockhold-
ers 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
ANTONIO n. BERREYESA (SeaD