The Winslow mail., 1914-07-04
THE WINSLOW MAIL

timber and all fuel and material necessary and
appropriate to be used in connection with and in
carrying the business of this corporation.
Also to take. hold, own and sell or otherwise
dispose Of all lands and property which it may
acquire by gift, grant as 2 subsidy other
wise, from any
Also, to lawfully acquire by purchase other
wise and hold and own, the capital stock or
securities, or any part of the capital stock or
! securities of this, or other railroad corpor-
alton corporations.
ARTICLE VI.-The length of the railroad proposed
to be constructed, owned and operated by this
corporation including tie branches. is nearly,
as be estimated, Two thousand hundred
; and twenty miles (2l21), and the estimated
cost of constructing and equpping the same is
One Hundred and Six Million Five Hundred Thou
sand Dollars (S106, 500, coo. 00).
ARTICLE VI.-The general place of business
of this corporation, and the place where the
meetings of the stockholders shall be held, shan
be at Salt Lake City in the County of Salt Lake,
in the State of Utah, but the corporation may
have offices elsewhere, at which meetings of the
board of directors may be held, and such Of its
business may be carried shall be deter
mined by its board of directors.
ARTICLE VIII.-Each party this agreement
has subscribed tor and agreed take the amount
and number of shares of the capital stock Of this
corporation set against his name, and to pay for
the same in cash or in property, or in cash
and property TO he acquired by the corporation
as follows:
DAVID c. COLLIER. shares. amount $500.
cash $500.
HERBERT. A. FARh1N, Zl,UUU ShareS, amount
coo, cash ST. $50, ,000, property S210,0O0.
HERBERT A. PARKYN, $40 shares amount
$97 600 property $4,000.
SAMUEL S. SHERMAN, 5 shares amount $500,
cash $50G
CHARLES c. CARNAHAN. shares amount
$780, cash $780,
AUGUST H. .BUNGE, 5 shares, amount $500,
cash $500.
ED FLETCHER, shares, amount $500, cash
$500
JOHN E. CARNAHAN. shares amount $500,
cash $500
HENRY B. RETTIE, share amount 800,
cash 500.
THOMAS MARLoNEAUX. 1 share, amount 500,
cash $100
poration in consideration of, and by virtue of the
above and foregoing subscription of Herbert A.
Parkyn for nine hundred and seventy (97O)
shares of said capital stock, fully paid, and in
further payment OF two hundred and ten thou
sand dollars ($210000) account of the sub
scription of Herbert A. Parkyn for twenty
thousand (21 000) 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 on of the business of this corpor-
alton. The said property so to be acquired by
this corporation, and hereinbefore described is
of the fair cash value of Three Hundred Seven
Thousand Dollars ($3O7, OOO), the to De
signed, transferred and conveyed to this corpor-
livery by it Of the nine hundred and seventy
(970) shares of the fully paid capital stock above
subscribed for by the said Herbert A. Parkyn,
to be paid by property, and credit of two
hundred and ten thousand dollars ($210, O00) by
this corporation the above subscription of the
said Herbert A Parkyn for twenty one thousand
(21,OO0) shares of the capital stock of this cor
poration.
The amount of the capital stock Of this cor
poration shall be two million two hundred thou
sand dollars (22OO,0OO which shall be divided
into and represented by %, 600 shares of the par
value of One Hundred Dollars ($100. 00) each.
ARTICLE IX,-The officers of this corporation
shall consist of board of nine directors,
President, a First Vice President a Second Vice
President. General Counsel, a Secretary and
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
Secretary and Treasurer and General Counsel may
be elected from the Board of Directors, or not,
as the Board may determine, and the offices of
Secretary and Treasurer may be held by one and
the same person Five Directors shall constitute
quorum of the Board of Directors for the
transaction of business, land snail, when properly
assembled, be authorized and empowered to use
and exercise all of the corporate powers of this
corporation.
There shall be 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 and
at such place in the City of Salt Lake. in the
County of Salt Lake and State of Utah, as the
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 may prop
erly come before the said meeting. Immediately
after the election of the board of directors, the
Secretary of the meeting shall notify the direct
ors of their election, and within thirty days
thereafter, they shall meet and organize as
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 are elected and qualified unless
removed hereinafter provided
The board of directors shall have power to
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 same by mort gage, lien or
pledge on all or any portion of the Corporations
property, acquired, to be acquired; to appoint
an assistant secretary and 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, as 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 or other officer of this corporation
may be removed from office as may be provided
in the bylaws, and II so provided, then as
is provided by the Statutes of State of Utah
and either or any of said officers or directors
may resign by filing written resignation with
the secretary of the corporation five days before
the same is to take effect, but the board may
accept such resignation on shorter notice.
Vacancies in the Board of Directors caused
by removal by a vote Of the stockholders may
be filled by a vote of majority OF the stock
represented at the meeting when the removal is
made; all other vacancies, whether caused by
resignation, removal death 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 until the first gem
eral election for directors, and until their sue
cessors are elected and qualified
DAVID G. COLLIER, President and Director
HERBERT A PARKYN, First Vice President
and Director.
AUGUST H. BUNGE, Second Vice President
and Director
CHARLES c. CARNAHAN, General Counsel !
and Director.
SAMUEL SHERMAN, Secretary and Treas