Bisbee daily review., 1921-03-15
LEGAL NOTICES

thirds Of the entire capital stock is-
 sued and outstanding, may sell. con. vey, assign, transfer or otherwise dis
 pose of the property, assets. rights and privileges of the corporation, as
 an entirety, for such consideration, ! whether cash, the stock of another or
 other corporations, foreign or domes- tie, or otherwise. and on such terms
 as they may determine: but this pro- ! vision shall not be construed as limit.
 ing the power of the Board of Direc-
 tors without such or any assent or
 vote of the stockholders to mortgage or pledge and create liens upon any | or all of the real or personaI prop
 erty of this corporation. | The corporation may use and apply | it's surplus earnings or accumulated | profits to the purchase or acquisition of property and to the, purchase or acQuisition of its own capital stock : from time to time and to such extent and in such manner and upon such terms as it's Board of Directors shall determine; and neither the property
 nor the capital stock so purchased and acquired, nor any of it's capital stock taken in payment or satisfaction
 of any debt due sto the corporation { shall be regarded as profits for the purpose of declaration or payment of dividends, unless otherwise determin-
 ed by majority U. the Board of Di. rectors or a majority of the stock
 holders.
 Before payment Of any dividend or
 making any distribution of profits.
 there shall be set aside out Of the
 surplus or net profits of the corpora
 ton such sum or sums as the direc-
 tors from time to time. in their ab.
 solute discretion, think proper as a
 reserve fund to meet contingencies,
 or for cqualizing dividends. or for re
 pairing or maintaining any property O. the corporation, or for suCn other purposes as the directors shall think conducive to the interests of the cor poratiOn.
 This corporation may in it's bylaws confer powers additional to the fore. going upon the directors, in addition to the powers and authorities ex- pressly conferred upon them by the statute.
 NINTH: In so far as the same is not contrary to the laws of Delaware. no contract or other transaction be- tween the corporation and any other corporation shall be affected or in- validated by the fact that any one or more of the directors of this corpor. atlon is or are interested in, Or is d director of officer or are directors or officers ot such other corporation, or by the fact that such other corpora. ton IS the owner or holder of any part Of the capital stock of this cor poratlon or is interested in it's prop. erty, and any director or directors. in- dlVldually or jointly. may be a party or parties to. or may be interested in, any contract or transaction of this corporation or in which this corpora. tion Is interested; and no contract. act or transaction of this corporation "lth any person or persons, firm or corporation, shall be affected or in validated by the fact that any director or olrectoTs of this corporation is a party, or are parties to or interested m Such contract, act or transaction or in any way connected with such person or persons, firm or associa. uon, and each and every person who may become a director of this cor poratlon Is hereby relieved from any liability that might otherwise exist from contracting with the corporation ANi 'AAN .AN Ut uA AAIlStll or any firm, association or corpurauon :u which he may be in anywise inter. ested
 TENTH: This corporation re. serves the right to amend alter. change, or repeal any provision con- tanned in this certificate of incorpot- ation. in the manner now or hereafter by statute. and all rights conferred ..fneEhnlI.,.. granted subject to this reservation.
 WE, THE UNDERSIGNED being each of the original subscribers to the capital stock hereinbefore named for he purpose of forming corporation 10 do business both within and with. put the State of Delaware. and in pur- stance of an Act Of the Legislature of he State of Delaware entitled An Act Providing General Corporation Law" approved March 10th, lS99). and the icts amendatory thereof and suppie. mental thereto, do make and file this certificate. hereby declaring and cer. flying that the factSvherein stated are rue, and do respectively agree to ake the number of shares ot stocK lereinbefore set forth. and accordinC- y have hereunto set our hands and seals this Srd day of March. A. D.. 1921.
 in presence of: Herbert E. Latter SeaD T. L. CROTEAU.
 Sean M. A. BRUCE.
 Seab :. F. Din.
 STATE Or DELAWAARE. County ol New Castle. ss.
 EL IT REMEMBERED that on this 'ia dag ot March, \. D.. 1921. person .f.A l-mC before me. Herbprf F. at s. a Notary Public for the State of Delaware,
 '. i.. Croteau. NJ. A. Bruce and $. t- ilil. parties to the foregoing certi- lCata ol incorporation known to me per. a't'' 10 be such, and sovCrally ickHo 'Ndsed the said certificate to 'e the act and deed of the signers 'cspeCtNoly and that the facts therein stated are truly set forth.
 GIVEN under my hand and seal Of office the day and ypar aforesaid