The border vidette., 1925-03-28

one Million Dollars (Sl 600 000). diviG-
ed into One Million Shares l,O00O00
shares), of par value Of One Dollar
each Isl 90 each). fully paid and non
aseessable forever.
b. At such time as the Board Of Di-
rectors may authorize, by resolution
duly adopted, sale and transfer OF
shares In said KINo COPPER COM
PANY'S Capital Stock, may be made
in exchange foreither cash, or real or
personal property, or for personal SER
vices rendered, for the uses and pur.
poses of said Corporation. in return
for which shares in the Capital Stock
OF said Corporation"may be issued; and
the Capital Stock SO issued shall there.
upon and thereby become fully paid
and non-as -assessable; while In absence
OF actual fraud in such transactions the
Judgment OF che Board of Directors as
to the value OF the property purchased
or personal services rendered, shall be
conclusive.
C. All shares in the Capital Stock
OF this Corporation are declared here
by to be Treasury Stock and there
shall be no promotion shares'' nor
promoters stock" No shares shall
be issued except in exchange for cash,
Tor personal services or for property
interests, as stipulated in paragraph
ID" Of this III section of these Arti-
cles OF Incorporation.
d. AL shares in this Corporation
sold for cash Or its equivalent in prop.
erty interests or personal services, shall
be at full par value of One Dollar per
share tSl 90 per sh)-and no less.
Nv. The time of the commencement
OF this Corporation shall be the date
OF the fling with the Arizona Corpora
tion Commission OF a certified COPY of
these Articles Of Incorporation. accord.
ing to law; and the termination thereof
shall be Twenty five years thereafter.
V. The affairs of this Corporation
shall BE- conducted by Board OF Di-
rectors consisting of seven mem bera,
as follows, viz !: Louis Hudgin, w. J.
Mitchell, Allen 4. Bird, J. w. Macfar-
lane, George D. Gross. Tracy. Bird, all
OF Nogales, Arizona; and T. l.. Shan.
non OF M0wry Precinct, Santa Cruz
County, Arizona.
b. AS so constituted said Board of
Directors shall hold Office until the first
annual meeting Of the shareholders of
this Cooperation, which shall be on the
first Monday in March. A. D. 1926, at
II O'Clock A. NJ. at the Office of the
Corporation in Nogales. Arizona; at
which said animal meeting, the sue
cessors of said Board of Directors shall
be elected by the shareholders of the
Corporation from among their own
number.
G. ALI annual meetings of this Cor
poration shall be held on the first Mon.
day in March of each year; and at such
annual meetings Board OF Directors
shall be elected to direct the affairs OF
the Corporation the ensuing year.
d. As soon as may be after their
election the Board OF Directors shall
meet and organize by selection of Off.
GERS to act during the term of service
OF said Board; and such officers shall
serve until their successors are elected
and qualified.
9. Two or more offices may be con-
solidated under one person and when
80 consolidated such Offices may be
segregated, as may be determined by
the Board Of Directors.
t. A code of Bylaws may be adopt
ed for making more explicit details OF
management OF affairs of the Corpora
tion. However, they must be consist
ent with the law and these Articles of
Incorporation.
e. Officers to serve until the first
annual meeting, or until their success.
Ors shall be elected and qualified, shall
be as follows, viz
ALLEN T. BIRD. President and Gen.
eral Manager
GEORGE D.. GROSS, Vice President
and Assistant General Manager
LOUIS HUDGIN, Secretary and
Treasurer.
W. ]. MITCHELL, Consulting En-
gineer.
j. w. MACFARLANE, Construction
Engineer. :
TRACY BIRD, Assistant Secretary.
|, VI. The highest amount OF indebt.
edness or liability, direct or contingent,
to which this Corporation is subject at
any time. shall not exceed One Hun
dred Thousand Dollars 100000 O0)
which said sum is but one tenth of the
CaI ital Stock of the Corporation, and
|. ss than o-thirds thereof.
VII. Private property OF Sharehold.
ers In this Corporation shall be exempt
from liability for debts of the Corpora.
ti0n OF any kind or nature whatsoever.
IN WITNESS WHEREOF We have
set hereunto our hands and seals at No.
gales, Santa Cruz County. Arizona, this
Twenty. eighth day of February, A. D.
1925.
LOUIS HUDGIN, L. S.
w. J. MITCHELL, L, S.
IN ~