The Winslow mail., 1914-07-11

| Also to take, hold own and sell otherwise
! dispose of, all lands and property which it may
! acquire by gift, grant as a subsidy or other
wise, from any
Also, to lawfully acquire BY purchase or other
/ wise, and hold and owny the capital stock or
securities, or part of the spital stock
! securities of this, or any other railroad corpor-
| alton corporations.
! ARTICLE VI.-The length of the railroad proposed
! to be constructed, owned and operated by this
| corporation, including the branches is as nearly,
| as can be estimated, two thousand hundred
! and twenty-one miles (2121, and the estimated
| cost of constructing and equipping the same is
J One Hundred and Six Million Five Hundred Thou
sand Dollars C$1O6, 500 900 o0).
| ARTICLE VII.-The general place of business
! of this corporation, and the place where the
meetings of the stockholders shall be he'd, shall
be at Salt Lake City in the County of Salt Lake,
! have offices elsewhere, at which meetings of the
! board of directors may be held, and such of its
/ business may be carried on as shall be deter
| mined by its board of directors.
! ARTICLE VIII-Each party to this agreement
| has subscribed for and agreed TO take the amount
i and number of shares of the capital stock this
! corporation set against his name, pay for
! the same in cash or in property, in cash
! and property, to be acquired by the corporation
as follows
DAVID C. COLLIER, shares, amount $780,
! cash $500.
! HERBERT A. PARKYN, 21OOo shares, amount
! s2l0o, GOO. cash 1.S90C0o property S21O. O00
HERBERT A PARKYN, $40 shares, amount
! $4,000, property $4,000.
/ SAMUEL S SHERMAN, shares amount $500
! cash $500
CHARLES c. CARNAHAN, A shares, amount
| $500, cash $500.
AUGUST H. BUNGE, shares amount $780,
cash $500.
ED FLETCHER. shares, amount $780, cash
! $500.
JOHN E. CARNAHAN 3 shares, amount $500,
! cash $500.
! HENRY B. RETTIE. share. amount $1Oo,
THOMAS MARLoNEAUx. share amount s1oO,
! cash 500
and the property to be acquired by this cor
p9ration In consideration OF, and by virtue of the
above and foregoing subscription of Herbert a.
! Parkyn for nine hundred and seventy (970)
! shares OF said capital stock, fully paid and in
further payment OF two hundred and ten thou
! sand dollars ($210, 000) account of the sub
scription of Herbert A. Parkyn for twenty one
/ thousand (21O00) shares of said capital stock,
/ surveys and maps CT the lines of said proposed
railroad, and reports and data, containing de-
tailed information concerning the territory through
/ which said main lines and branch lines will
: run, and the resources of said territory which
reports, data and information necessary to
! the carrying of the business of this corpor-
alton. The said property to- be acquired by
| this corporation, and hereinbefore described, is
of the fair cash value of Three Hundred Seven
! Thousand Dollars $3.50, ,O00), the same to
signed, transferred and conveyed to this corpor-
alton in consideration of the issuance and de-
y livery by it of the nine hundred and seventy
SiO) shares OF the fully paid capital stock above
! subscribed for by the said Herbert A Parkyn,
to be paid by property, and credit two
hundred and ten thousand dollars (s210, ,0O0) by
this corporation on the above subscription Of the
said Herbert A Parkyn for twenty -one thousand
(21,O00 shares of the capital stock of this
poraton.
The amount of the capital stock sf this
poration shall be two million two hundred thou
sand dollars (22oO, 000) which shall be divided
into and represented by 200 shares of the par
value of One Hundred Dollars (S100 O0) each.
ARTICLE IX.-The officers of this corporation
shall consist of board OF nine directors, a
President, First Vce-President, a Second Vice
President. General Counsel, Secretary and a
Treasurer.
All the directors shall be stockholders of the
corporation, and the President and Vice Presidents
shall be members of the Board of Directors. The
4 Secretary and Treasurer and General Counsel may
be elected from the Board of Directors, not.
as the Board may determine, and the offices of
Secretary and Treasurer may be held by and
! the person Five Directors shah constitute
! quorum of the Board of Directors for the
transaction of business, and shall, when properly
assembled, be authorized and empowered to use
! and exercise all of the corporate powers of this
| corporation.
There shall be a general meeting of the
stockholders of this corporation held the first
! Wednesday after the first Tuesday in the month
! of June in each year hereafter, at such time ana
such place in the City of Salt Lake in the
! County of Salt Lake and State of Utah. the
Board of Directors may, in the bylaws to be
adopted by Them fix and determine at which
general meetings the board of directors for the
ensuing year shall be elected by ballot, and such
other business may be transacted as may prop
|
after the election of the board of directors. the
Secretary Of the meeting shall notify the direct
! ors of thei election, and within thirty days
thereafter, they shall and organize as a
board, and shall elect the officers of the corpor-
atioi hereinbefore provided for.
| The board of directors elected at such annual
meeting, and all other officers above named, shall
hold office for the term of one year, and until
their successors elected and qualified, unless
! removed as hereinafter provided
The board of directors shall have power to
t manage and control the business and affairs of
the corporation, to make, exercise and issue
bonds and obligations for the payment of money
and to secure the by mortgage, lien or
pledge on all or any portion of the corporaion's s
property, acquired, or to be acquired; to appoint
an assistant secretary and an assistant treasurer
to incur all indebtedness and make all contracts
necessary and proper to carry into effect the
objects and purpose of the corporation, and to
adopt and change such bylaws not inconsistent
with the laws of the State of Utah. they may
deem proper for the management of the affairs
of the corporation, and generally to exercise all
powers conferred upon boards of directors of
railroad corporations by the laws of the State Of
Utah.
director other officer of this corporation
may be removed from office as may be provided
In the bylaws, and II not provided then
is provided by the Statutes of the State of Utah
and either any of said officers or directors
may resign by filing a written resignation with
the secretary OF the corporation, five before
the same Is to take effect, but the board may
accept such resignation shorter notice
Vacancies in the Board of Directors. caused
by removal by vote OF the stockholders, may
; be filled hy vote of a majority OF the stock
represented at the meeting when the removal is
made; all other Vacancies, whether caused by
resignation, removal death or disability of di-
rectors or officers may be filled by the Board
of Directors.
The following named persons shall be officers
of this corporation, to serve until the first gen
eral election for directors, and until their sue
cessnrs are elected and qualified
DAVID c. COLLIER, President and Director.
HERBERT A. PARKYN, First Vice President
and Director.
AUGUST III BUNGE, Second Vice President
and Director.
CHARLES c. CARNAHAN, General Counsel
and Director,
SAMUEL S SHERMAN Secretary and Treas