The herald., 1919-01-23
I" CHARTERS

| served on the President, and in his absence,
| on the Vice President OF the corporation.
ARTICLE III.-The objects and purposes
| for which this corporation is organized, and
| the nature OF the business 10 be carried on
| by II, are hereby declared TO be, to deal in,
buy, and sell. for its own account, or for
| account OF others, real estate, lands, tene-
| ments, tra1nways. water craft, mortgages,
| mortgage notes, bonds, shares OF stock and
! other securities; to lend money on property
| real and personal on railroads, tramways,
canals water craft, bonds, stocks. and other
securities; TO lease, rent, or hire property.
make lenses; TO act as broker. agent or trus-
| tee, for individuals firms or corporations ::
| 10 reclaim and improve landed property; to
| lay out town lots or suburbs pave streets
sidewalks, and alleys; 10 put down sewer.
| drainage, water and gas pipes, to connect
with the municipal plants, or for the sole
| use OF such ub-dIvisIonS, 60 erect poles and
lay condultS 20 support or receive wires for
electrical transmI ssIon: TO construct or erect
| or to contract for the construction or cree
| ton OF homes, tenemsnts, stores or other
residential, commercial or industrial build
| ings, docks, water craft. tramways. rail-
roads, canals. workshops, horticultural and
mechanical plants; to encourage the procur-
! ing OF houses for all classes by selling same
! tor cash on easy terms Of payment on in
| generality 10 do, and engage in any other
EhsIness, undertaking, or ENTERPRISE con-
| nected with, growing ont OF germane or in
Hdental 70, any OF the purposes hereinabove
/ r..
| ARTICLE lN.-The capital stock of said
| corporation is hereby fixed at Five hundred
and five. thousand ($5O5,O00OW Dollars. con-
sistng OF Two different classes OF issue. one
the other as Common Stock.
Section !: The amount of said preferred
stock Is fixed AT the sum of Five Hundred
| thousand tS5O0G0OO Dollars, divided into
or represented by five thousand shares of the
par value OF One Hundred Dollars each
lhe preferred capital stock shall be entitled
by preference and priority over the common
STOCK OF the corporation to dividends in each
ana every year at the rate OF seven per
cent per annum payable out of the profits.
such dividends shall be cumulative and linn
lied to seven per cent per lnnum, and said
preferred stock shall he entitled 10 no other
or further share OF the profits. The whole
or any part OF said preferred stock NAV he
called and retired at par. plus cumuiatcd
dividends 10 date OF payment, at any time
provided that in case only part of said stock
Is called tor retirement, the part TO be so
retired shall be determined by lot number
snail be placed in the allotment for each
outstanding share OF preferred stock, and
from the total numbers thus collected a num-
Der or numbers equal to the number Of
shares 10 be retired shall be drawn by lot
In the event OF any liquidation or dissolu.
ton or ewlndlng up, whether voluntary or in
voluntary, OF the corporation, the holders of
the preferred stock shall be paid in full
me par value OF their shares, together with
rate OF seven per cent per annum to the
date OF said liquidation, and after payment
to the holders of the preferred stock al its
par value with said cumulated dividends.
me remaining assets and funds shall be di.
vided and paid 10 the holders Of the common
stock, ratahly according to their restrictive
shares The Board Of Directors shall in
ADDITION to the foregoing have the right at
any time 10 buy in open market any OF the
Preferred Stock at par. plus cumulated divi-
bends thereon TO the date Of purchase. In
the event this corporation through its Board
OF DIRECTORS shall acquire any of the Pre-.
1erred Stock IN the manner above set forth
said Board shall have the right TO reissue
the shares so purchased or any part thereof.
al not less than par, and as said Board NAV
from time 10 time in its discretion deem ad-
vlsable IN the interest OF thee company.
Section ,: The common stock Of said cor.
poraton is hereby fixed at the sum Of Five
Thousand ($5,00OO> Dollars divided into or
represented by Five Thousand shares of the
par value of one dollar each. and shall he
ehttIed to such dividends as may be de-
ciared by the Board of Directors, subject to
the provisions of Section /, hereof, and shall
De entitled to share in the assets and funds
OF the corporation only in the manner pre-.
seLioed IN Section l, hereof, and in no
registers shall be kept for each class of
stock The whole of said stock or anv mari
thereof may be issued and delivered TO anv
person firm or corporation for the acquire
chises, property. servitudes. leases or any
part thereof or for investment in bonds
stocks, and other securities, also for cash
or IN instal!ments OF such amounts as the
board OF Directors may determine
Section 3: The Board OF Directors sbarI
nave authority to allow interest upon all in.
stallments paid on stock subscriptions AZ the
rare OF seven per cent per annum from the
until the shares are fully paid and there
after the shares shall be entitled m s,cb
dividends as may be declared out of the
earnings of the Company in the manner here
l mar set forth The said Board shall
also nave authority to set aside from the
earnings OF the Company a special fund
from which future dividends may be paid
as occasion shall require or warrant.
Seetion =: The capital of this corporation
may be increased to an amount not exceed
ing One Millions Dollars of preferred stock
and Ten Thousand Dollars of common stool
IN such manner and at such time as NAV
nG.eai'er De determined or as may be per-
mitted or authorized by law.
ARTICLE V-All the corporate ,o,Y.-s -
me company shall be vested in, and the
I amusement and control of its affairs shall
DC exercised by Board of Directors. com
posed OF three stockholders. which n,,r,Ln-
may be increased at such time ny t;n,ss
which may be deemed advisable. TO not more
man nine, at the discretion of the Roard ~
Direetors. A majority. of the directors shall
constitute a quorum for the transact;o2 81
al business. The directors shall he eIect-
ed annually by ballot, by the stockhoIders
on the first Monday of November, in each
year. Each stakeholder shall be entitled
IN person or by proxy to a vote for every
snare owned by him, without regard to class
ana all elections shall be held under such
,uies ana regulations may be determined
by the Board OF Directors but. after f;fteen
DAYS notice by mail OF such election. shall
nave Deen sent TO each stakeholder at his |
last known address. The Directors thus
elected shall continue in office for one wear,
or until their successors shall have been
duly elected and qualified. No failure TO elect |
snail be regarded as a forfeiture of this char |
ter Any vacancy occurring on said Board
snail be filled by the remaining directors for
the unexpired term; the said Board shall like |
wise elect the additional members in case |
they should determine to increase the MIN |
Der of the Board. as above provided Said
Board of Directors shall, at its first meet +,
ing after its election nominate out of its |
number a President two Vice-Presidents
and Secretary Treasurer 1t NAV divide
the functions of the last mentioned officer
and may even elect a secretary who need
be neither director nor stockholder. Said
Board shall have the right TO appoint and
dismiss such clerks, managers. and Other
employees of the corporation including the |
secretary who is not stakeholder or direc. |
tor as conditions may justify or the business |
OF the corporation may require The tenure
OF office of all the employees of the corpora |
ton shall be during the pleasure of the |
Board of Directors.
ATICLE VINO stakeholder shall ever be |
held liable or responsible for the contracts. !
faults, or debts of said corporation nor shall |