Weekly journal-miner., 1917-04-11

DOCKS as are required by law to be kept at it's office )outside the state of New York. and at such place or places, as may: from time to time. be designated by them.
 Co To provide by the bylaws. or otherwise. for the selection, from among their own number. of an executive com mittee of such number as they may from time to time designate and to delegate to such executive commiy,ee all or any of the powers of the board of directors. provided that such delegation of power is not contrary to law
 (O To appoint such other standing committees as they may determine, with such powers as shall be conferred by them or as may be authorized by the bylaws: and
 Gel To appoint other officers of the Company, and also one or more wee presidents. one or more assistant treas urers and one or more assistant secre- taries, and to provide that the persons so appointed shall have. and may exer- else. all or any of the powers of the paesident. of the treasurer and of the secretary. respectively
 Ninth-No mortgage. lien or incum- brance of any kind upon any part of t,e real or personal property, assets. ef- fleets, undertaking or good will of the Company. shall be created or be valid nr effective unless the same shall have been previously authorized by the con sent of the holders of at least three fourths in interest of each class of ou,- standing stock of the Company both preferred and common. given in person or by proxy. either in writing. or at an annual meeting. or at special meet ing called for that purpose; but this prohibition shall not be deemed or con strued to apply to. nor shall it operate to prevent the giving of purchase money mortgages. or other purchase money TI'ired by the Company. nor to the pledg- ing by the Company as security -or loans made to it in the regular and current conduct of it's business of ac- counts receivable or other liquid as sets ar of any stocks. bonds or other securities owned by it. other than the shares of stock of any subsidiary cor porations.
 Tentb-No contract or other transac- ton between the Company and any other corporation shall be affected by tie fact that the directory of this Cor pany are interested in or are directors or officers of such other corporation and any director individually may be a party to or may be interested in any contract or transaction of this Con- pany: and no contract or transaction of this Company with any person or per sons. firm, or association. shall he af- fected by the fact that any director or directors of this Company is party to or interested in such contract or trans action. or in any way connected with such person or persons, firm or aSSO- ciation. provided that the interest TT any such contract or other transaction of any such director shall be fully dis closed and that such contract or otrr- transaction shall be authorized or rati- fed bv the vote of sufficient number of directors of the Company not sr who may become a director of this Com panv Is hereby relieved from any lia- bilitv that might otherwise exist iron contracting with the Company for the h..r, nf fr,sy. fstsrr. e.rr.fs. ton or corporation in which he may be in any wise interested.
 Eleventh-Subject always to She by- laws made by the stockholders. the from time to time. may alter amend or repeal any bylaws; but any bylaws made by the board of directors may be altered amended or repealed by the stockholders at any annual meeting or at any special meeting provided notice of such proposed attenuation or repeal be included in the notice of meeting
 IN WITNESS WHEREOF we have made. signed. sealed and acknowledged this certificate in duplicate this 14th day of December. in the year one thousand nine hundred and eleven CA. D. 191D.
 LEWIS F.. PERSON, (SeaD.
 J. HERBERT CASE. (Sea0.
 WILLIAM C. BREED. (SeafI.
 GEORGE V. HAGERTY. CSeaD.
 WESTERN w. WAGER. (SeaD. Witness:
 WILLIAM E. WHITE.
 STATE OF NEW YORK.
 COUNTY OF NEW YORK
 On this 14th day of December in the year one thousand nine hundred ana eleven 0slD, before me. the undersigned personally came Lewis F.. Pierson; J. Herbert Case; William C. Breed: George V. Hagerty: and Western W. Wage@ to me personally known and known tc me to be the individuals described TT and who executed the foreging instru- ment. and they severally duly acknowl edged before me that they executed the same for the purposes therein mentioned
 WILLIAM E. WHITE.
 Notary Public, (SeaD New York County. No. 1I2 STATE OF NEW YORK.
 COUNTY OF NEW YORK
 I. William F. Schneider. Clerk of the County of New York and also Clerk of the same being a court of record. oo hereby certify that William E. White. whose name is subscribed 10 the cert ficate of the proof or acknowlcdgmens of the annexed instrument and thereon written. was. at the time of taking such proof or acknowledgment. a No tary Public in and for the County of New York. dwelling in the said County. and sworn, and duly au- thoriZed to take the same And further
 
 of such Notary and verify believe that the signature to the said certificate of proof or acknowledgment is genuine.
 In testimony whereof I have hereuntO set my hand and affixed the seal of the said Court and County the 1ith day Of Decembe:, 1911
 (SeaD Vim. r. SCHNEIDER. Clerk.
 STATE OF NEW YORK Office of the Secretary Of State i
 I have compared the preceding wirs the original Certificate or Incorpor=- ton of "F. w. WoolwOrth Co.,. fireu and recorded in this office on the 18th day of December. 1911, and do hereby certify the same to be a correct tran script therefrOm and of the whole or said original.
 Witness my hand and the seal of of flee of the Secretary of State ,at the City of Albany, this fifteenth day of December. one thousand nine hundred
 JOSE E. PIDGEON. ,SeaD Second Deputy Secretary of State
 STATE OF NEW YORK, Jefferson County Clerks Office
 I, Eli E. Johnson. County Clerk of the County of Jefferson. and Clerk of the Supreme and County Courts in and for said county. the same being Courts of Record. do hereby certify that I have the foregoing copy of Certifi- ate of Incorporation of r. w. Wool worth Co, hereto annexed with the ori- sinal recorded Dec. r.. 1911, in this office and that the same is a true and