The herald., 1911-06-15
ARTICLE v.


alton shall be vested In and exercised by the
Board of Directors, composed of five (5)
stockholders, to be elected annually on the
first Monday of the month Of May of each
year commencing on the first Monday Of the
month OF May, 1913. This said election
shall be by ballot, and conducted under the
supervision Of two (2) commissioners, to
be appointed by the Board Of Directors for
days prior notice must be given by the sec
rotary OF the company, In writing, to each
shareholder, by mailing the same by reg
lstered mail to the last known address or
place OF business, as left by the said share
holder, or shareholders, with the secretary
or the company. Each shareholder shall he
entitled to cast one vote In person or by
proxy, for each share Of stock owned by
him, and the majority Of votes cast shall
elect. The board thus elected shall serve
and continue In ONCE until their successors
shall have been duly elected and qualified
The failure to hold an annual meeting, or
10 elect directors on the date above speci.
fed, shall not dissolve the corporation. but
the then directors shall continue to hold
their ofice until their successors shall have
been elected, and qualified. All vacaacies oc
filled by majority vote of the remaining
directors. Three (3) Of the directors shall
constitute quorum for the transaction of
any business The said Board of Direc
tors snail make all bylaws, rules and reg
ulations, for the proper government OF the
business and affairs Of the corporation. and
alter and amend and change the same at
pleasure. They shall have full power to
ony ana to sell, mortgage, pledge, and lease
any ana all or the property of the said cor.
poration, except as hereinafter restricted.
whenever In their judgment they deem such
acts necessary and proper. They are au-
thorlzed to issue bonds and other obliga-
lions, and to assume the same for this com
pany to grant and acquire all leases, con-
tracts and agreements, and to perform any
ana all acts necessary to carry out the OBJ
lects and purposes for which this corpora
The Board OF Directors shall NOT make
any sale OF property, or grant any mort
gage on same where the amount OF property
10 be sold, or mortgaged, shall be more than
one-half OF the entire holdings and owner
ship of the company, without FIRST obtaInIno
the consent or the owners Of at least three.
fourths OF the capital stock outstanding. at
meeting OF the stockholders held for that
purpose; and the holding of such a meeting
may be waived and the consent to sell or
mortgage given In writing, provided ALI the
stockholders sign said consent, or notify the
Board OF Directors of their consent to make
such sale or mortgage. The Board Of Di-
rectors shall have full power and authority
to hire, or discharge all officers, agents.
clerks and other employees of said cornor-
alton, and to fix their salary. or WAGES
and require any or all of them to give bond
IN such amount as the board may deem At.
The officers Of this corporation shall he a
president, yice-presldent, a treasurer and
secretary. and general manager. All of
whom shall be elected by the Board of d.
rectors, at Its first meeting after its own
election The Board Of Directors may, at
their discretion, consolidate any two offices
into one, for such period Of time as it NAV
deem fit
1t may elect as secretary OF this COM
pany person not a stakeholder therein
The first Board Of Directors Of this cor
poration shall hold office until the second
day or May In the year Of our Lord. one
thousand nine hundred and thirteen. and
thereafter until their successors are duly
elected and qualified, and said board shall
consist OF Victor Won Schoeler, Don Caffery,
John FIR. Prim, John ID. Grace and VIM
McCausland; with Don Gallery, as presi-
dent, Victor Won Schoeler, as vice-president
and general manager, and VIM. McCausland,
treasurer.