The border vidette., 1926-03-06

capital stock. or any debentrre, bond,
or other security Of the company, or
for services rendered in or about the !
formation or promotion Of the COM
pany, rthe conduct of its business, all |
upon such terms as the board OF direc-
tors may approve.
(j) To make any and all contracts,
acquire and transfer any and all species |
of property, and to pos .ess the same |
powers In such respects as private in |
dividuals now enjoy, and in general to |
do all things necessary or convenient to |
the proper conduct OF the business of |
the corporation in the State of Arizona |
and elsewhere, not inconsistent with |
the laws of the United States and OF
the State OF Arizona.
ARTICLE v
The authorized amount OF tie capital |
stock of this corporation shall be One !
Million Five Hundred Thousand (Sl,
500, 600 00) Dollars, divided into one
million five hund red thousand (3I,5' o.
000) shares OF the par value Of One
(Sl 00) Dollar each Upon subscription |
therefor said capital stock shall be paid |
into the corporation in such manner
and upon such terms as the board OF |
directors may fix Ia cash, services, or !
by the sale, transfer and assignment to |
the corporation OF property. property |
rights or interests therein. real or per.
sonal. for the uses and purposes of the |
corporation, and in payment for which. |
shares OF the capital stock Of the cor.
poration may be issued, and such stock |
so issued shall thereupon and thereby |
become and be fully paid up and non-
assessable, and In the absence of actual |
fraud in the transaction, the Judgment |
OF the board OF directors as to the value
OF the services rendered or property
purchased shall be conclusive.
ARTICLE VI
The time of the commencement of
this corporation shall be the date OF the
filing Of its articles with the Corpora
tion Com ission OF the State OF Ari
zona and the recording OF same in the |
Office of the County Recorder of Santa |
Cruz County, Arizona, and the termi- |
nation thereof shall be twenty-five
years thereafter, with the right in the
corporation to renew its charter for an |
additional period OF twenty five years
as now provided by law.
ARTICLE VII
The management and conduct of the
business, property and affairs of the
corporation shall be vested in aud con-
Quoted by Board OF Directors OF not
less than three 81 nor more than seven
| ~ persons, and oil directors, except in
case OF vacancies, shall be elected at
the annual meeting OF stock holders
except the first board, which is chosen
as in these articles hereinafter set
forth. The Board of Directors shall
have the right and power to increase
the number Of directors up to seven (7)
| at any time. and to appoint or elect
such additional directors to serve until
the next annual stock holders meeting.
The officers of the company shall con-
sist of a President, Vice President,
Secretary and Treasurer. and such other
officers as the Board of Directors shall
deem expedient, and all shall be elected
or appointed by the Board of Direo-
tors. Any two or more offices, the
| duties OF the incum bent of which are
| not inconsistent, may be held by the
same person. Both the officers and
directors shall hold their offices for the
period OF one year from and after elec.
ton and qualification and until their
successors are elected aud qualified,
unless removed by the board. The di.
rectors shall have the right to ill any
| vacancy. occurring in the board by
| death, resignation or otherwise. in
Guiding the right to fill such places as
may be created by an increase in the
number OF the board. and the person or
persons elected to fill any such vacancy
or vacancies, created through increas-
| ing the number of the board. shall hold
his Office until the next regular meeting
of stock holders.
ARTICLE VIII
The regular annual meeting of the
stock holders shall be held 1T the prin-
cipal Office of the company on the SEQ.
nnd Monday in January Of each year,
commencing with the year 1926.
ARTICLE TX
! The incorporators shall name the per-
sons who shall constitute the fret
| Board of Directors and when so select
| ed by the incorporators said member
| OF the board shall serve until the first
| annual stockhold ers' meeting and until
their successors are elected and quail
| flied.
ARTICLE x
The Board of Directors shall have the
power to make apd alter the bylaws of
| the corporation; to fix the amount to
be reserved as working capital, and to
authorize and cause to be executed
mortgages, debentures and other oblig.
ations which shall be liens upon the
| property and franchises of the corpora.
ton, and, in general to exercise all the
| powers and authority of the company
not expressly withheld from said board
by law, or by these Articles of Incor.
poration. or by the affirmative action
! of the stockholders.
ARTICLE XT
The stockholders and members of this
corporation and their private property
shall be exempt from any liability for
the debts Of this corporation.