The Coconino sun., 1922-10-27

TO do any or all things therein set forth to the same extent as natural persons might or could do, in any part of the world, as principals agents, contractors, trustees or other wise, and in general to engage in any and all lawful business, whatever necessary or convenient in connection with the business of said corporation
 ARTICLE III.
 The amount of the capital stock of this corporation shall be One Hun- dred Thousand ($100,000.00) Dol lars, divided into One Thousand a. 000) shares of the par value of One Hundred ($100.0O) Dollars each which, when issued, shall be fully paid and non-assessable. Said capital stock shall be issued upon such terms and conditions and at such times as the Board of Directors may deter mine or prescribe, and the same may be issued in exchange for property contracts, services or other benefits of any kind or character accruing to the corporation, and in the absence of fraud the judgment of the Board of Directors as to the valuation thereof shall be conclusive.
 ARTICLE ".
 The time of the commencement of this corporation shall be the date of the issuance to it of a certificate of incorporation by the Arizona Corpora. tion Commission, and said corporation unless renewed, shall terminate twen. ty-five years thereafter, but the same may be renewed from time to time as now provided by law, so as to make the same perpetual.
 ARTICLE V.
 The affairs of this corporation shall be conducted by a Board of three di, rectors, who shall be elected from among the stockholders annually, al the annual meeting thereof. The an. nual meeting of stockholders of this corporation shall be held at the prin. cipal office of the corporation al Flagstaff, Coconino County, Arizona on the second Monday in February of each year. Said Directors, when SC elected, shall hold office until theil successors are elected and qualified and any vacancy in the Board shall be filled by election by the remaining members of the Board, from among the stockholders.
 The Board of Directors shall, in ad- dition to the powers conferred by law have power:
 Without the assent or vote of stock holders, to make, alter, amend and re- scind the bylaws of this corporation to fix the amount to be reserved as working capital, to authorize and cause to be executed mortgages and liens without limit as to amount tex cept as limited in Article VI hereof) upon the real and personal property of the corporation, provided always, that majority of the whole Board concur therein.
 With the consent in writing and pursuant also to the affirmative vote of the holders of a majority of the stock issued and outstanding, at a stockholders meeting duly called for that purpose, to sell, assign, transfer or otherwise dispose of the property of the corporation as an entirety, pro- vided always that a majority of the
 
 If the bylaws shall so provide, by resolutions passed by a majority vote of the whole Board, to designate two or more persons, being members of the Board, to constitute an executive committee, which committee shall for the time being, as provided in said resolution or bylaws, have and exer- else all the powers of the Board of which may be lawfully del- egated, in the management of the bus mess and affairs of the corporation; and said executive committee shall have power to authorize the seal of the corporation to be affixed to all papers which may require it.
 Until the first annual meeting of stockholders in 1923, or until their are elected and qualified, the following named persons shall constitute the Board of Directors of the corporation, viz: M. J. Riordan, T. A. Riordan and I. B. Koch.
 The officers of this corporation shall be a President, Vice-P President, Secretary and Treasurer, together with such additional officers as the Board of Directors may deem neces- sary. Provided, however, that the offices of Secretary and Treasurer may, if the Board so elect, be held by one and the same person.
 ARTICLE VI.
 The highest amount of indebtedness to which this corporation shall at any time subject itself is Sixty-six Thou sand ($66,000.00) Dollars.
 ARTICLE VIII.
 The private property of the stock holders and officers of this corpora 5ion shall be exempt from all and any liability for its corporate debts.
 IN WITNESS WHEREOF said cor porators have hereunto set their hands and executed these presents his 18th day of September, 1922.
 T. A. RIORDAN,
 I. B. KOCH,
 M. J. RIORDAN.