The copper era and Morenci leader., 1913-10-17

transaction of the business of the Board may be fixed by the Directors, and unless so fixed shall be two.
 S3. The continuing Directors may act notwithstanding any vacancy in their body, but, if and so long as their number is reduced below the number fixed by, or pursuant to the regula- tions of the Company, as the neces- sary quorum of Directors, the contin- ing Directors may act for the pur- pose of increasing the numbers of Directors to that number, or of sum- moning a General Meeting of the Company, but for no other purpose. S4. The Board may elect a Chair man of their meetings and determine the period for which he is to hold of fee; but if no such Chairman is elected, or if at any meeting the Chairman is not present within five minutes after the time appointed for holding the same, the Directors pres ent may choose one of their number to be Chairman of the meeting.
 S5. The Board may delegate any of their powers, other than the pow CTS to borrow and make calls. to Con- mittees, consisting of such member or members of their body as they think fit; any Committe so formed shall, in the exercise of the powers so delegated, conform to any regula- tions that may be imposed on them by the Board.
 S6. A Committee may elect a Chairman of their meeting; if no such Chairman is elected, or if at any meeting the Chairman is not present within five minutes after the time appointed for holding the same, the members present may choose one of their number to be Chairman Of the meeting.
 ST. A Committee may meet and ad- journ< as they think proper. Questions termined by majority of votes of the members present, and in case of an equality of votes the Chairman shall have a second or casting vote.
 S8 All acts done by any meeting of tie Board or of Committee of directors, or by any person acting as la Director, shall, notwithstanding that it be afterwards discovered that there was some defect in the appointment of any such Directors, or persons act. ing as aforesaid, or that they or any of them were disqualified, be as valid as if every such person had been duly appointed and was qualified to be a Director.
 !s. INDEMNIFY OF DIRECTORS, Sc 89 Every Director, officer, or ser want of the Company shall be indem nified out of it's funds against all costs, charges, expenses, losses, and liabilities incurred by him in the con duct of the Company's business, ol in the discharge of his duties; and no Director or officer of the Company shall be liable for the acts or omis sions of any other Director or officer or by reason of his having jonied ir any receipt for money not received by him personally, or for any loss or erty acquired by the Company, or or account of the insufficiency of any
 security in or upon which any moneys of the Company shall be invested, Ol : for any loss incurred through any bank, broker, or other agent, or upoI any ground whatever other than his own wilful acts or defaults.
 V. DIVIDENDS AND ACCOUNTS.
 I. DIVIDENDS. 90. The Company in General Meet ing may declare dividends, but nc dividend shall, exceed the amount rec omm ended by the Board.
 91 The Board may from time tc
 time pay to the Members such interim
 dividends as appear to the Board tt be justified by the profits of the Com
 pany.
 92. No dividend shall be paid oth
 erwise than out of profits.
 93. Subject to the rights of per sons, if any, entitled to Shares witl special rights as to dividends, al dividends shall be declared and pait according to the amounts paid O . ;e.fted as paid on the Shares. N ... sut aid on Share in advance o , 's siaf,, while carrying interest i,eareG for the purposes of thi tt as paid on the Share. Af The Board may, before recon .-a-re trg dividend set aside ou [ :,e ,.co r,: of the Company sucl as the, think proper as a re : serve or reserves, which shall, at tn discretion of the Board, be applicabl
 for meeting contingencies. or fo : equalizing dividends, or for any othe
 purpose to which the profits of tn
 Company may be propertly applied g and pending such aplication may, a l the like discretion, either be employ ed in the business of the Company O : be invested in such investments (otf r CT than Shares of the Company a : the Board may from time to tim think fit.
 j. 95. If several persons are register T ed as joint holders of any Share, an }. ione of them may give effectual rt f ceipts for any dividend payable O the Share.
 '- 96. Notice of any dividend tha
 may have been declared shall b e given in manner hereinafter mention }. ed to the persons entitled to shar e therein.
 e 97. No dividend shall bear interes = against the Company.
 g. ACCOUNTS. g . 9S. The Board shall cause account
 to be kept of the assets and liabilities l receipts. and expenditure of the Con