The border vidette. (Nogales, Ariz.) 1894-1934, 1925-07-18

the holders OF the common stock; and
If the net profits in any one year should
be insufficient to pay said preferred
dividend, either in whole or in part,
any unpaid portion thereof shall be-
come charge against the net profits
OF the corporation. and shall be paid in
full out OF the net profits before any
dividends are paid upon the common
stock. The said preferred stock repre-.
scented by this certificate is subject to
redemption, ia whole or in part, at the
option OF the Board Of Directors. at any
time alter one year after the date here.
OF OF Its execution, provided that all
issued and outstanding preferred stock
shall be redeemed pro-rata, so that all
Of the owners thereof shall receive his
share Of such redemption If made in
whole or in part, as aforesaid. and
irrespective Of the date of issue or num-
erical order of the certificates repre-.
senting snch stock. such redemption
shall be only made by paying the own.
Err or owners Of such preferred stock
the par value thereof. plus any diyid-
enos or accumulated dividends due to
the date of redemption.
The owners or mold ers of said pre-.
ferred stock alone, are not entitled to
vote at stockholders meetings, annual
or special, Of said corporation. not to
participate il profits beyond it's fixed
preferential cumulative annual divid-
end OF eight per cent, nor shall they be
entitled to act as directors, or hold Of
fees in the company, it being the intent
hereof that the ownership Of common
stock is necessary TO entitle stOckhold-
ers to vote at stock holders meetings,
and to hold offices in the company.
The time Of commencement of this
corporation shall be the day when
these Articles Of Incorporation shall
have been filed in the office of the Cor
poration Commission Of tho State OF
Arizona and a certified copy thereof
recorded in the Office of the County
Recorder OF Santa Cruz county. State
OF Arizona, and aD Agent appointed as
provided by law, and It's termination
shall be twenty five (25) years thence
next ensuing; provided. however, that
this corporation shall have the right
to renew and extend the period of its
existence for the additional period Of
twenty five (25) years from aud after
the expiration Of said period.
VII
The business and the property of this
corporation shall be managed, conduct
ed and controlled by board of not less
than three, nor more than five direc.
tors, who shall be elected by the stock
holders at the annual meetings, EXCEPT
the first board which shall consist of
the following named persons. to-wit:
John B. Wright, Carl r Tisor and Nj.
K. Miller. and said first board shall
hold office as directors, until the first
annual meeting of the stock holders, or
in case of their death or resignation,
the remaining directors, by an affiIma-
tive vote of majority thereof, shall
elect a successor to hold Office for the
unexpired portion OF the torn of the
and until the election OF his successor.
The Board of Directors may increase
or decrease the numbe: of directors,
within the limits aforesaid, by majority
vote Of the board, and may appoint
directors to fill the vacancies created
by any increase in the number Of direc.
tors. as aforesaid.
The first annual meeting OF the stock.
holders OF this corporation shall be
held on the third Tuesday of April.
1926, and on said day OF each year
thereafter.
The officers OF the corporation shall
consist of President. Vice-P President,
Treasurer, Secretary, General Manager,
and such other officers and assistants
to the above officers, as the Board of
Directors may, from time to time es.
tablsh.
Both officers and directors shall hold
office for the period of one year from
ton, and until their successors are
moved by the Board of Directors.
The directors shall elect, from their
own body, or from the ckholders of
the corporation, the officers of the
company herein entioned, save and
except that the treasurer and secretary
need not be directors or stock holders.
and shall elect such officers, with the
exception OF the officers selected to
serve until the first annual meeting OF
the stock holders, at the first regular
meeting of the directors, succeeding
each annual election Of directors by the
stockholders. In case of the death, re.
signstion Or removal Of any such off.
GERS, the directors shall fill the vacancy
thereby created for the unexpired term
The officers who shall hold Office IN.
til the first annual meeting is held, and
until their successors have been elected
and qualify, are the follows: John B.
Wright. president and general man
ager; Carl r. Tisor. vice-president and
treasurer, and NJ K Miller, secretary.
The Board OF Directors shall have
both power and authority to adopt by.
laws and to change or amend the same
as they may deem expedient.
The highest amount of Indebtedness
or liability to which this corporation
is at any time to subject itself. is the
sum of one hundred and thirty-three
thousand (Sl33 O0O,00) dollars. The
preferred stock hereinabove provided
for, shall not be construed as an in
debtedness of this corporation.