The Winslow mail., 1926-04-02
LEGAL ADVERTISEMENTS

/ AANotC VI POI dCIOu snail CA
cept as otherwise expressly prOvid-
ed, in no wise be limited or re-
stricted by reference to or infer
ence under the terms of any other
/ clause or paragraph of this Article
! or of any other Article of this Ger
t1ficate of Incorporation, but that
each of the purposes, objects and
powers specified in this Article
and each of the Articles or para
graph of this Certificate of Incor-
poration shall be regarded as inde-
pendent purposes, objects and pow
ers.
Article ~.
The total number of shares au-
thorized of the Corporations capi-
tai stock is fifteen million q5,-
000,000) and such shares are with
out nominal or par value.
The shares of capital stock of
this Corporation, may be issued by
this Corporation from time to time
for such consideration as from
time to time may be fixed by the
Board of Directors of this Corpor-
alton; and all issued shares of the
Capital Stock of this Corporation
shall be deemed fully paid and non
assessable and the holders of such
shares shall not be liable thereun-
der to this Corporation or it's credi-
tors. No stockholder of this Cor
poration shall have any preemp-
tive or preferential right of sub
script1on to any shares of
any stock of this Cor
poration, or to any obligations
convertible into stock of this Cor
poration, or to any obligations con-
vertible into stock of this Corpor-
alton, issued or sold, nor any right
of subscription to any thereof 9TH
er than such, if any, as the Boaro
of Directors of this Corporation in
its discretion from time to time
may determine, and at such price
as the Board of Directors from
| time to time may fix, pursuant to
the authority hereby conferred by
the Certificate of Incorporation Of
this Corporation, and the Board OF
Directors may issue stock of this
Corporation, or obligations con-
vertible into stock, without offer
ing such issue of stock, either in
whole or in part, to the stockhold-
ers of this Corporation. The accep-
tance of stock in this Corporation
shall be a waiver of any such pre-
emptlve or preferential right
which in the absence of this pro-
vision might otherwise be assert
ed by Stockholders of this Corpor-
alton or any of them
| This Corporation shall be enti-
tied to treat the person in whose
name any share is registered as
the owner thereof, for all purpos-
es, and shall not be bound to rec
ognize any equitable or other
claim to, or interest in, such
share on the part of any other
person, whether or not the Cor
poration shall have notice thereof,
save as expressly provided by the
laws of the State of Delaware.
Article v.
! The number Of shares with
which this Cooperation will con-
nence business is ten (1O) shares
without nominal or par value.
Article vi.
| The names and places of resi-
dence of each, of the original sub
scribers. to the capital stock of this
Corporation are as follows: :.
No. of Shares
! of Stock
| Name Residence Subscribed
| F. T. Smith, San Francisco,
| Renato Capocel1i, San Francisco
w. F. Hillman, San Francisco
California 8
Article VII.
The Corporation shall have per-
petual existence.
Article VIII.
| The private property of the
stockholders shall not be subject
to the payment of the debts of the
Corporation, but shall be exempt
| from corporate liability.
Article TX.
| The number of Directors of this
Corporation shall be fixed and may
be altered from time to time as
may be provided in the Bylaws.
In case of any increase in the
! number of directors, the addition
al directors may be elected by
the Board of Directors to hold
office until the next annual
meeting of the stockholders and
until their successors are elected
and qualified. In case of vacan-
cies in the Board of Directors, a
majority of the remaining mem
bers of the Board may elect Di-
rectors to fill such vacancies. Any
director may, by vote of ma
lority of the directors, for any
cause deemed by them sufficient,
be removed as such director, and
any director may also be remov-
ed by majority vote of the
stockholders entitled to vote at
any annual or special meeting
thereof. for any cause deemed
efficient ~ such meeting. The
officers of this Corporation need
not be stockholders therein.
Article K.
In furtherance and not in linn
1&rAI