Nogales international., 1926-12-12

any and all acts and things, and
to exercise any and all other pow
ers which a co-partnership or nat
ural person could do and exercise,
and which now or hereafter may
be authorized by law, and either
as, or by and through principals,
agents, attorneys, trustees, con-
tractors, factors, leasors, lessees,
or otherwise, either alone or in
conjunction with others and in any
part of the world; and in addition
to have and to exercise all the
rights, powers and privileges now
or hereafter belonging to or con-
ferred upon corporations organ
lied under the provisions of the
law authorizing the formation of
such corporations.
ARTICLE V.
The authorized amount of the |
capital stock Of this corporation
shall be One Hundred Thousand |
($100,O00.0O) Dollars, divided in
to one thousand (1000) shares of !
the par value of One Hundred |
($100.00) Dollars each. Upon
subscription therefor said capital
stock shall be paid into the cor
poration in such manner and up
on such terms as the board of di-
rectors may fix in cash, services,
or by the sale, transfer and assign
ment to the corporation of proper
ty, property rights or interests
therein, real or personal, for the
uses and purposes of the corpora
ton, and in payment for which,
shares of the capital stock of the
corporation may be issued, and
such stock so issued shall there
upon and thereby become and be
fully paid up and worcestershire, ;
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 con-
elusive.
ARTICLE VI.
The time of the commencement
OF this corporation shall be the
date of the filing of it's articles
with the Corporation Commission
of the State of Rrizona and the
recording of same in the office of
the County Recorder of Santa Cruz
County, Arizona, and the termina-
ton thereof shall be twenty-five
years thereafter, with the right in
the corporation to renew its char
ter for an additional period of
twenty-five years as now provid-
ed by law.
ARTICLE VII.
The management and conduct
of the business, property and af-
fairs Of the corporation shall be
vested in and conducted by
board of directors of not less than
three (3) nor more than seven
CD persons, and all directors, ex-
cept in case of vacancies, shall be
elected at the annual meeting of
stockholders, except the first !
board, which is chosen as in these
articles hereinafter set forth. The
officers Of the company shall con-
sist of a President, Vice-Presi-.
dent, Secretary and Treasurer,
and such other officers as the
Board Of Directors shall deem ex-
pedient, and all shall be elected
or appointed by the Board of
Directors. Any two or more Of
fices, the duties Of the incumbent
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 election and quail
fication and until their success
ors are elected and qualified, un-
less removed by the board. The
directors shall have the right to
fill any vacancy occurring in the
board by death, resignation, or
otherwise, and the person or per-
sons elected to fill any such
vacancy or vacancies shall hold
his office until the next regular
meeting of stockholders.
ARTICLE VIII.
The regular annual meeting OF
the stockholders shall be held at
the principal office of the cor
poration on the fourth Monday in
October in each year, commencing
with the year 1927. |
ARTICLE TX.
The incorporators shall name
the persons who shall constitute
the first board of directors and
when so selected by the incorpora-
tors said members of the board
shall serve until the first annual
stockholders meeting and until
their successors are elected and
qualified.
ARTICLE x.
The board of directors shall
have the power to make and alter
the by-laws of the corporation;
to fix the amount to be reserved
as working capital, and to author
ize and cause to be executed
mortgages, debentures, and other
obligations which shall be liens
upon the property and franchises
Of the corporation, and, in gen
eral to exercise all the powers and
authority of the company not ex-
pressly withheld from said board
Inv law, or by these Articles OF
incorporation, or by the affirma-
L.: aa4;on nf tho stnckhOldarS.