The Winslow mail., 1926-04-09
LEGAL ADVERTISEMENTS

bylaws of this Corporation,
without any action on the part
of the stockholders; but the by
laws made by the Directors and
the powers so conferred may
be altered or repealed by the
Directors or stockholders.
(b) To fix, determine and
vary the amount to be main
tanned as surplus, and subject
to the other provisions and re-
quirements of this Certificate Of
Incorporation the amount OF
amounts to be set apart or re-
served as working capital.
(c) BY resolution passed by
a majority of the whole Board,
to designate three or more of
their number to constitute an
Executive Committee, which
Committee, to the extent pro-
vided in said resolution or in
the bylaws of this corporation,
shall have and exercise except
when the Board of Directors
shall be in session any and all
of the powers of the Board of
Directors and the management
of the business and affairs of
this corporation and have pow
er to authorize the seal of this
Corporation to be affixed to all
papers which may require it.
(d) To authorize and cause
to be executed mortgages and
liens without limit as to
amount, on the real and per-
sonal property of this Corpor-
alton.
(e) To sell, exchange, as
sign, convey or otherwise dis
pose of part Of the property,
assets and effects of this Cor
p"fati"n less than the whole or
less than substantially the
whole thereof, on such terms
and conditions as they shall
deem advisable, without the as
sent of the stockholders in
writing or otherwise.
(f) With the consent in
writing of or pursuant to
vote of. the holders of ma
joritv of the number of shares
of caDital stock issued and out
standing to sell, exchange, as
sign, transfer and convey or
otherwise dispose Of the whole,
or substantially the whole of the
property. assets, effects and
good will of this Corpora
tion Including the corporate
franchise and other Intangible
property of this Corporationl,
upon surh terms and conditions
as the Board of Directors shall
deem eXpedient ana for the
best interests of this Corpora
tion.
(g) From time to time to
determine whether and to what
extent and at what time and
place and nnder what rondi-
tions and regulations the ac-
counts and books of this Cor
poration. or anv of them. shall
be omen to the inspection of anv
stockholder; and no stockhold-
er shall have any ri0ht to in
snect arv oc"ornt. bno1- or doc
ument of this CORPORATION ex-
cept as conferred by statute or
the hv-laws or as authorized bv
resolution of the stockholders
or Board of Directors.
Article XT.
This CORPORATION may in its hv
laws confer powers unon it
BOARD of Directors in addition t,
the foregoing and in addition T.,
the powers and authorities ex
nresslv conferred upon them b,
the laws of the State of Delaware
Article XII.
The stockholders and Board O
Directors shall have power. if tn,
bylaws so provide, to hold thei
meetings and to keep the books O
this Corporation Except such a
are REQUIRED by the law of tn
State of Delaware to be kept il
Delawarel and documents an
papers of this CORPORATION out
cidn the State of Delaware, an.
to have one or more offices with
in or witlont the State of Del
aware at such places as may b
designated from time to time b,
the Board of Directors.
Article XIII.
All of the powers Of this Cor
| Grafton. in so far as the sam,
may be lawfully vested by thf
Certificate of Incorporation in tn,
Board of Directors, are hereb'
conferred uror the Board of Di
rectors of this CORPORATION.
Article XIV.
This Corporation reserves tn,
right to amend, alter, change, adj
to or repeal anv provision con
tained in this Certificate of In
cooperation in the manner now o.
hereafter prescribed by statute
and all rights and powers con
ferred bv this Certificate of In
corporation ON stockholders, di
rectors and officers are granted
subject to this reservation.
WE, THE UNDERSIGNED, be
ing each of the original subscrib
ers to the capital stock hereinbe
fore named, for the purpose o,
fnE.rnnir1o a co1.nora tinrn To do hl1 81