The herald., 1914-01-15

action upon any matter shall be considered a
valid, corporate act, when, previously to the
holding Of said meeting, and after the ten
days notice hereinabove stipulated shall have
been given, the other four directors consent
in writing thereto. Said written consent shall
be spread upon the minutes of said meeting
The board of directors shall have power to
determine the manner and cause for which
vacancies may be declared on said board, and
shall have the right to fill any vacancy oc-
curing thereon by the election of some quail
ihed stockholder, who shall serve until his
successor is elected at the annual election.
No person shall be eligible as a member of
the board unless stakeholder of the cor
poration.
The officers of the corporation shall be a
president, vice-president, secretary and treas.
urer, of whom the president, vice -presidnet
and treasurer shall be elected by the board
from among its members, and the secretary
from among the stockholders. The Office Of
vice president and treasurer may be combined
and be held by one and the same person.
luimhediately alter the signing Of this char
Ter the subscribers hereto, as stockholders
snail elect from among the stockholders said
board OF directors, and at the same meeting
elsct the officers to serve the corporation.
office until the third Monday in January.
1915. on which day, and annually tiereaftei
board OF directors shall be elected by ballot
Tor IN, the term OF one year. Such election shall
De heid under such rules and regulations as
may be provided by the board Of directors
any failure from any cause whatever to elect
a ooard OF directors on the day named, shall
directors then in Office shall hold over nrt;i ~
tnelr successors are chosen. At eyery eiec.
ton and meeting of the stockholders the yot.
snail be by ballot, and each share of stock
snail be entitled to one vote to be cast h.
tne owner In person or by written proxy tn.
stockholders receiving a majority Of the vo,es
Sast shall be declared elected as the board 81
a1reS,Ors: anno;1 me board shall have the right to
appoint ana discharge such managers cIerks
agents and other employees, as NAV be deem,
ca necessary or expedieut and tn maLe
enange; and amend all bylaws, rules and
agemsr, nf tS ,Sr tne proper conduct and man.
afemeht OF the affairs, business and concerns
OF the corporation, and not in confl;rt v,;.h
tn,s charter or the laws of this state wiz"
,;ons wsrrants, checks, drafts or other obliga.
e VI ,nis corporation shall be signed bv
the president. or by the treasurer. W
my omeer or director may De removed nv
WMSlofity vote OF the stockholders.
or are n-as a.. seven directors consent thereto,
iesent' the notices otherwise reouired
LOT nolding meetings may be dispensed with
article vL-Meetings of the stoctho,d.nn..
deny, "e ., eaiied M at the pleasure of the presi.
ifty OF the board Of directors or stacthaISJor-
h.' L&cept ip as otherwise provided in this sct =,
law, all questions submitted at the stocI. u
or1e iortH of meeting nee shall be decided by ma.
'otY OF the stock voted at said nee,;na
All meetings of the stockholders .hss;L
general or special, shall be held onlv &c
such boays nos; written notice to each stocfhoideT
or s..-o. sndii oe signed by the presidep,
secretary, and shall be sent to EACH s,oeh
R0,SsT RnoM5 9y Sy,sn mail directed to him his s ss
NAV be p.aGe wa;v.S o. residence. The said notice
all Of the b,seo s,eoL Sy the unanimous consent oi
;1h, Article VlI.-No stakeholder shall h. h.,I
faults or or fSssp0Isibis for the contracts, debts
further sum than the unpaid bslsneoan lon an, In an,
SSi;p0ration S; on the shares Of stock owned 'h' hs
,m, asn,;,, nor shall any mere informality in ot o,
Charter null of Of 5he e.aa.. ssf, Of tS
any liability beyond the smonnt tsno,oer I.
unpaid on MS subscription to the stocr tr'h'