Bisbee daily review., 1916-07-29


 ty-fve (25 years thereafter. and the corporation shall have the right to renew its charter and franchises for an additional period of twenty-five years as now provided by law
 ARTICLE VII.
 The management and control of the business. property and affairs or the corporation shall be vested in and conducted by a board of three (3) di- rectors. and all directors. except in case of vacancies. shall be elected at the annual meeting Of stockholders. except the first board. which is chosen as in these articles hereinafter set forth
 The officers of the company shall consist of a president. vice-president. secretary and treasurer. and such other officers as the board of directors shall deem exDedient. and all shall he elected or appointed by the board of directors. Any two or more offices. the duties of the incumbents of which ere not inconsistent, may be held by the same person.
 F5th the officers and directors shall hold their offices for the period of one year from and after their election and until their successors are elected.
 ARTICLE VIII.
 The regular annual meeting of stockholders of the corporation shall be held at the main offices of the company on the first Monday in February Of each year
 ARTICLE IN. Until the first annual meeting of stockholders. and until their success sors shall have been elected. the fol- lowing named persons shall constitute the board of directors of this corpora tion: NJ. g Clark. Ellis O. Smith and Allan c. Waite.
 ARTICLE x. The directors shall have power to make and alter the bylaws of the corporation. to fix the amount to he reserved as working capital. and 10 authorize and cause to be executed mortgages. debentures and other Ob- ligations which shall be liens uDon the property and franchises of the cor pOration. and. in general. to exercise all the power and authority of the company not expressly withheld from them by law. or by these articles of incorporation. or by the affirmative action of the stockholders: or shall be inconsistent with the laws of the United States. the State of Arizona. or any foreign state or country. or with these articles of incorporation.
 ARTICLE XI.
 In furtherance and not in limitation of the powers conferred by Statute and by this certificate of incorpora- tion. tha board of directors is express Ty authorized:
 Tn hold its meetings. to have one or more officers and to keep the books of the company within or without the State of Arizona, at such place or places as may be. from time to time. designated by the bylaws of the com pany, or by resolution of the board of directors, except such books as rnay be required by law to be kept at the principal offices of the compa- ny, in the State of Arizona: but the company shall always keep a transfer book in which the transfers of stock can be made. entered and registered. and also a book containing the names and addresses of the stockholders. and the number of shares held by them. respectively.
 ID determine from time to time whether. and if allowed. under what conditions and regulations. the ac- counts and books of the company 10th CT than those books which under the law may be required to be kept for the inspection of stockholders) or any of them. shall be open to the inspec- ton of stockholders. and the stock holders rights in this respect shall be restricted and limited accordingly. To remove at any time. by the af- firmative vote of the board. any off cer elected or appointed by the board of directors: or to confer by bylaw or resolution, such power upon any committee or officer of the company.
 To appoint other officers. including one or more vice-presidents, one or more assistant treasurers. and one or more assistant secretaries
 To use and apply the surplus earn ings or accumulated profits of the company to the purchase or acquisi- ton of property. and to the purchase and acquisition of its own capital stock. from time to time. to such eX- tent and in such manner. and upon such terms as the board of directors shall determine: but neither the prop erty nor capital stock so purchased and acquired shall be regarded as profits for the purpose of declaration or payment of dividends. unless other wise determined by majority of the board of directors.
 To authorize the reissue and sale of any such stock so required.
 ARTICLE XII.
 The stockholders and members of this corporation, and their private property. shall be exempt from any liability for the debts of this corpora tion.
 ARTICLE XIII.
 With the consent of the holders of two-thirds in amount of capital stock of this exploration. issued and out standing. when evidenced in writing. or with the consent of a majority in amount of the capital stock of this corporation. issued and outstanding. when expressed by resolution adopted at a meeting of the stockholders of the company. duly called and held pursuant to the bylaws. the directors ha,~a oufbs,rifxr fn Sa11 nr Ofbar-