Bisbee daily review., 1921-03-17
LEGAL. NOTICES LEGAL NOTICES NOTICES

at any meeting called as provided by the bylaws, of the holders of two- 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. tic. 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 personal prop erty of this corporation.
 The corporation may use and apply its surplus earnings or accumulated profits to the purchase CT acquisition of property and to the purchase or acquisition of it's owR capiral stock from time to time and to such extent and in such mapner 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 to the corporation shall be- regarded as profits fer the ] purpose of declaration or payment of dividends, unless otherwise determin- ] ed by majority c. the Board of pi- 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 reserve fund to meet contingencies, or for equalizing dividends, or for re
 pairing or maintaining any property of the corporation. or for sncn 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, iu 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.
 
 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-
 ation is or are interested in, or is a
 director of officer or are directors or
 officers of such other corporation, or
 by the fact that such other corpora
 ton is the owner or holder of any
 4,I r.f
 noration or is interested in it's prop
 erty. and any director or directors. in-
 dividually 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 get
 or transaction of this corporation
 with any person or persons, firm or
 corporation, shall be affected or in-
 validated by the fact that any director or directors of this corporation is a
 party. or are parties to or interested
 in such contract, act or transaction or in any way connected with such
 person or persons. firm or associa.
 ton. and each and every person who may become a director of this cor
 poration is hereby relieved from any N
 from contracting with the corporation |, for the benefit of himself or any
 firm. association or corporauon Fl , which he may be in anywise inter
 ested
 TENTH: This corporation re. I serves the right to amend. alter < change. or repeal any provision con tained in this certificate of incorpor
 h I,s.v rffsV prescribed by statute. and all rights 7 conferred on stockholders herein are 3 granted subjett to this reservation.
 WE, THE ' UNDERSIGNED. being I each of the original subscribers to the
 capital stock hereinbefore named foi ? the purpose of forming corporation f to do business both within and with !. out the State of Delaware, and in pur p suance of an Act of the Legislature oi . the State of Delaware entitled An Act r Providing a General Corporation Law p (approved March 10th, 1S99), and the 1 acts amendatory thereof and supple >, mental thereto, do make and file this s certificate. hereby declaring and cer V tifying tbat the facts herein stated arc 1. true, and do respectively agree tC !. take the number of shares of stock r. hereinbefore set forth, and according Q ly have hereunto set our hands and ,. seals this 3rd day of March, "A. D, ,. 1921.
 r In presence of: Herbert F. Latter |. (Sean T. l.. CROTEAU, e (SeaD M. A. BRUCE, nA (SeaD s. E. Dill.
 i STATE OF DELAWARE. @ County of New Castle ss. s BE IT REMEMBERED that on this l. 3rd day of March, A. D.. 1921, person
 ally came before me. Herbert F.. Lat s ter, a Notary Public for the State o o Delaware.
 r T. l.. Croteau. M A. Bruce and s l. F. Dill. parties to the foregoing certi n ficate of incorporation known to m' n personally to be such and severall' f acknowledged the said certificate tC ,- be the act and deed of the signer' e respectively and that the facts therein s stated are truly set forth.
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