The herald., 1919-02-06
CHARTERS

| buy, and sell for its own account, or for
account OF others, real estate. lands, tene-
| ments, tramways, water craft, mortgages,
| mortgage notes, bonds, shares OF stock and
other securities; 10 lend money on property
real and personal on railroads, tTamways,
canals. water craft, bonds, stocks, and other
securities; TO lease, rent, or hire property.
make leases; to act as broker, agent or trus
tee, for individuals, firms or corporations
TO reclaim and improve landed property; to
lay out town lots or suburbs, pave streets,
sidewalks, and alleys; TO put down sewer.
drainage, water and gas pipes, TO connect
with the municipal plants, or for the sole
use OF such sub divisions, TO erect poles and
lay Condults 10 support receive wires for
electrical transmission; to construct or erect
or TO contract for the construction or cree
residential. commercial or industrial build
lngs, docks, water craft tramways, rail
roads, canals. workshops, horticultural and
mechanical plants; 10 encourage the prOCur-
ing OF houses Tor all classes by selling same
Tor cash on easy terms OF payment on in
staliments or on the homestead plan; and
generally, 10 do and engage in any other
stlslness, undertaking, or enterprise, con-
nected with, growing out Of germane or in
cldental TO. any OF the purposes hereInabove
set forth. contemplated by this charter.
ARTICLE lN.-The capital stock OF said
corporation is hereby fixed at Five hundred
and five thousand lS5O5,no0OO Dollars, con-
sls:Ing OF TWO different classes Of issue, one
thereof % be known as Preferred Stock and
the other Common Stock.
Section !: The amount Of said preferred
stock IS fixed at the sum OF Five Hundred
Thousand (S50O0000 Dollars, divided into
| or repre- scented by five thousand shares Of the
! par value Of One Hundred Dollars each.
| The preferred capital stock shall be entitled
| by preference and priority over the common
| stock q the corporation 70 dividends in each
! and every year at the rate Of seven per
cent Per anuun payable 1ut Of the profits:
such dividends shall be cumulative and lin
] tied l
| preferred stock shall be entitled TO no other
! or further share Of the profits. The whole
| or any part Of said preferred stock may be
called and retired al par, plus cumula:ed
provided that IN case only part Of said stock
IS called Tor retirement, the part TO be so
retired shall be determined by lot a number
snail be. placed in the allotment for each
outstanding share OF preferred stock, and
from the total numbers thus collected. mum
her or numbers equal 10 the number OF
| shares 10 be retired shall be drawn by lot
IN the event OF any liquidation or dissolu-
| non or winding up. whether voluntary OF in
voluntary, OF the corporation, the holders of
the preferred stock shall be paid in full
the par value Of their shares, together with
all STIMULATED dividends thereon, at the
rate OF seven per cent per annun 10 the
date OF said liquidation, and after pav-1ent
to the holders OF the preferred stock at its
par value with said cumulated dividends
the remaining assets and funds shall be di-
Vided and paid 10 the holders Of the common
stock, ratab.y according 10 their respective
shares. The Board Of Directors shall in
addition to the foregoing. have the right, at
any time TO buy in open market any of the
IreferTed Stock at par. plus cunulated divi-
bends thereon 10 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 10 reissue
the SHARES so purchased or any part Thereof
AID a.
from time to tire in its discretion deem adj
V'sabie IN the interest OF the company.
Sect'on ;: The common stock OF said cor
2oratlon is hereby fixed at the sum of Five
Thousand C$5,Uo6O Dollars divided into or
represented by Five Thousand shares of the
par value Of one dollar each. and shall be
entitled to such dividends as NAV be de
cared by the board Of Directors. subject to
me Prov Slons OF Section l, hereof and shall
he entitled 10 share in the assets and funds
OF the. corporation only in the manner pre-.
scTibed IN Section /, hereof. and in no
other way, Separate stock books and stock
req sters shall be kept for each class of
stock The whole OF said stock or anv mart
thereof may be issued and delivered 10 anv
person, firm or corporation for the acouire-
n IGnd OF rights, privileges. permits, fran
chises' property, servitudes. leases or any
part thereof or for investment in bonds
stocks, and other securities, also for casS
OF ~ IN Instruments OF such amounts as the
DSaTd OF DIRECTORS may determine.
Directors hal
nave authority to allow interest upon all in
stalIments paid on stock subscriptions at tbe
rae OF seven per cent per annurn from tine
80, .u u payments are respectively made
u uE.n tne shares are fully paid and there.
AFTER, the shares shall be entitled IN sucb
dividends as may be declared ont NJ ths
earnings OF the Company in the manner here
lnaboye set forth. The said Board shall
s asSD 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
section 4: The capital of this corporation
may De inereased to an amount not exceed
and Ten Thousand Dollars of common stool
IN such manner and at such time as NAV
hereafter be determined or as NAV he ner,
united or authorized by law. f
ARTICLE V.-All the corporate nows-s of
the company shall be vested in, and The
management and control of its affairs sbaII
oe exercised by Board of Directors. com
posed OF three stockholders, which number
may be increased at such time ~ 49,.
which may be deemed advisable 70 not mes
nan nine. at the discretion of the Road ~
directors A majority OF the directors shall
cphsutute quorum for the TRANSACTION ~
ed business The directors shall be elect
on the I!rst Monday OF November. in each
year Each stakeholder shall he er+;tIsd
IN person or by proxy to a vote for eveTv
sndie owned by him, without regard to class
SHdli De neld under such
tuies and regulations may be determined
9y the Board OF Directors. but. after fifteen
gays notice by mail Of such election. shall
nave oeen sent TO each stakeholder at his
Iast known address. The Directors thus
erected snail continue in office for one vear
until their successors shall have bee1
uuIy elected and qualified. No failure 10 elect
sHal ne regarded as forfeiture Of this char
yer Any vacancy occurring on said Road
shail De titled by the remaining directors for
lte uneXplred term; the said Board shall like
wise eject the additional members in case
t,ley should determine to increase the MN.
Der Der OF the Board. as above provided, Said
BOARD OF directors, shall, at its first meet
ing AFTER ITS election nominate out ~ ;ts
number President two ice.Pres;de,ts
ana Secretary Treasurer. 1t NAV diy;ds
me functions of the last mentioned off;cer
ana may even elect a secretary who need
ne neltner director nor stockholder Sid
BOARD shall have the right TO annoin, anJ
dismiss such clerks, managers 9pd ~
employees OF the corporation incIuding tba
secretary who is not stockholder ~ a.
tor as conditions may justify or the business
OF the corporation may REQUIRE The +e-I,2o
OF offlce of all the EMPLOYEES Of the corno-,-
non shall be during the pleasure Of the
Board of Directors u 'he
a ICLE Vino stakeholder shall ever he
aeid liable or responsible for the cont-acts
IauIts, or debts of said corporation. nor shall
any mere informaility in its organizat;o,
nave the effect of rendering this charter nnIi
or OF exposing a stakeholder TO anv IiabiIitv
beyond the unpaid balance due on ne
shares owned nv him '"~