Nogales international., 1927-11-18
Page Five

and either absolutely or condi-
tionally, and either solely or
jointly with others.
To prospect, mine. open sd
work claims, or mines, and a..e,
iig and quarry for gold, silver,
minerals, ores, diamonds and pre-
,ious stones, Goals. earth, and
,ther substances.
To acquire by purchase, con-
:ession or lease, or to take in ex-
change or otherwise, or to erect
and construct, and wherever ne
cessary to alter buildings, rail-
ways, street cars, roads, shafts,
furnaces. quartz-crushing and
>ther machinery, works for smelt-
ng or otherwise for treating, re-
moving and storing metals and
minerals and drawing and pump
ing appliances, or waterworks,
md crushing, working, manufac-
uring, purifying, cutting. polish
ng, Or otherwise dealing with gold,
silver, precious metals, minerals,
ores, Goals. diamonds, precious
stones. earth, and other substan-
ces.
ARTICLE Nv
The amount Of the authorized
Capital Stock of the Corporation
.s One Hundred Thousand and
No/1oO ($100,000.OO) Dollars
divided into One Hundred Thou
sand Shares of the Par Value of
One and no/100 ($1.00) Dollar
each, which shall be paid in, at
such time as the Board of Direc-
tors may designate, in cash, real
or personal property, services,
lease, option to purchase, or any
other valuable right or thing. for
the uses and purposes Of the cor
ooratien, and all Shares of Capital
Stock, when issued in exchange
therefor. shall thereupon and
thereby become and be full-paid
the same as though paid for in
cash at par, and shall be non
assessable forever, and the juds-
ment of the Directors as to the
value of any property, right or
things acquired in exchange for
Capital Stock shall be conclusive.
ARTICLE v
The time of the commencement
of the corporation shall be the
date of the issuance of a Certifi-
cate of Incorporation to it by the
Arizona Corporetion Commission,
and it shall endure for period Of
Twenty-Five (25) years thereafter
with privilege Of renewal and right
of perpetual succession as now
provided by law.
ARTICLE vi
The affairs of this corporation
shall be conducted by a Board Of
not less than Three nor more than
nine Directors, who shall be stock
holders Of this corporation.
Said directors shah be elect
ed at the annual meetings of the
Stockholders and shall serve for
one year, and until their success
sors are elected and qualified. In
til their successors are elected
and qualified, the following nam
ed persons shall be Directors;
+ Herbert Way Johnstone.
Alberto Gayou,
Rex H. Flint.
H. w. Kelsey, and
Josephine Trees Dunshee.
The annual meetings Of the cor
poration shall be held at such place
and time as may be prescribed by
the Bylaws of the Corporation.
If at any time a vacancy in the
board of directors shall occur, said
vacancy may be filed by the re-
naming members of the Board
IN office. The person so elected to
fill vacancy shall serve during
the unexpired term of his prede-
cessor. and until his successor is
elected and qualified.
ARTICLE VII
The officers of this corporation
shall be president, vice-presi-
lent, secretary, assistant secret
ary and treasurer, and such other
officers as the Board may deter
mine from time to time. who shall
oe elected by the Board of Direc-
tors after each annual meeting Of
the stockholders Of the corpora
tion, and shall hold Office for one
year, and until their successors are
elected and qualified; However, it
is herein provided that the Board
of Directors shall have the author
lty to discontinue the term of any
such officer. and declare the re-
spective office vacated in accord
ance with the procedure to be set
forth in the Bylaws. The of
fees of the Secretary and Treas
urer may be held by the same per-
; SON. In the event of vacancy
in any Office, for any reason
whatsoever the Board Of Di-
rectors may fill the same,
and the person 80 elected
shall serve during the unexpired
term of his predecessor, and until
his successor is elected and quail
lifted. Until their successors are
elected and qualified, the follow
ing named persons shall be the
officers Of this corporation;
Herbert Way Johnstone, Presi.
dent.
Alberto .Gayou, Vice. President.
Rex R. Flint. Secretary and
Treasurer.
ARTICLE VIII
The Directors shall adopt By.
Laws for the government of the
corporation and may amend the
same. They shall have power to
appoint from among their number
an Executive Committee which, to
the extent provided by resolution
or by the said Bylaws, shall have