Nogales international., 1928-12-07
LEGAL NOTICE

cred ana nc/ /IUU l$1UU.OO) DoIarSt
{ each, and twenty-five thousand /
shares of common stock.
of the par value of one ($1.00) I
Bollar ca h, and said stock shall
be issued fully paid and non-asses-
sable at such time and in such /
manner as the Board of Directors
may determine in exchange for
cash, property, service or o.her
valuable right or thing, and the
Judgement of the Board of Direc-
tors as to the value of such pro-
be1ty, service, right or thing shall,
IN the absence of fraud, be con-
elusive.
The holders of the preferred
stock shall be entitled to cnmuia-
tive dividends thereon at the rate
of eight ($8.0O) Dollars per share
~ eight per centum of the amount
or par value for each and every
t fiscal year of the life Of the cor
poration and no more, payable out
of any and all surplus or net pro-
fits, quarterly, half-yearly or year.
|'y. as when declared by
the Borad Of Dire ct ors,
b fore any divid e d 9
81 all be declared, set apar. for, or
paid upon the common stock OF
The corporation. Said dividends on
the preferred stock shall be cumu-
iative, so that if the corporation
shall fail in any fiscal year to
pay such dividends on all of the
issued and outstanding preferred
ctock, such deficiency in the divi-
dands shall be fully paid, but With
out interest, before any dividends
shall be paid or set apart on the
common stock. Subject to the fore
going provisions said preferred
stock shall not be entitled to parti-
cipate in any other or additional
earnings Or profits of the corpora
Etion, the owners or holders of pre-
ferred stock shall! have no voting
powers whatsoever, nor shall they
lie entitled to notice of any meet
ing of stockholders of the COM
pany.
The whole or any part of the
preferred stock shall be subject to
redemption u at One hundred-ten
($110.00) Dollars per share and
ac umulated dividends hereon az
any time after one year from the
ISSUE thereof at such time or Zines
and in such manner as the Board
OF Directors shall determine.
ARTICLE vi.
The time of TIE commencement
Of this corporation shall be the
date of the filing of these Articles
with the Arizona Corporation
Commission, and the termination
thereof shall be twenty-five years
thereafter, with the. privilege of
renewal, as provided by law.
| ARTICLE VII.
The management and conduc. OF
the business, property and affairs
of the corporation shall be vested
i, and conducted by a Board, If
Directors of not less than three nor
i,aone than five persons, each q
stock holder IN this corporation,
end each director, except in case
of va ancies shall be elected at
the annual meeting of stock hold
ers except the first board, which
lis chosen as in these Articles here
natter set forth.
The officers of the Company
consists of a president, vice -preei-
dent, secretary and treasurer and
such other off ,e1,s as the Board
of Directors shall deem eXpedient,
and all shall be elected or appoint
ed by the Board Of Directors. Any
two or more offices, the duties of
the encumbered OF which are con-
aistent may be held by the same
person. Both of the officers and
directors shall hold their offices
! for the period of one year from
tand after ele ton and qualifica-
ton and until their successors are
! elected and qualified, unless remov..
ed by the Board The Directors
shall have the right to fill, any
.acancles occurring in the Board by
I1eath, resignation or otherwise
land the person or persons elected
Ito fill anv such vacan 2ies shall
ho.d his office until the next re-
guiar meeting of stock holders.
ARTICLE VIII.
The regular annual meeting of
the stock holders which shall be
held in the main office of the cor
roration on the frs: Monday of
November beginning with the
wear 1880, unless such day shall
aI on a legal holiday, and in
which event such meeting shall be
N the next secular day.
ARTICLE TX.
The incorporators shall name
tie persons who shall constitute
I e f rst Board of Directors and
When so selected by the incorpora-
tcls said members of the Board
shall serve until the frs. annua,
stock holders meeting and until
their successors are elected and
qualified.
A majority of the Board of Di-
rectors shall constitute quorum
and, ex-ept as herein and in the
bylaws otherwise provided. shall!
nave the same authority and pow
J trs as if full board were present.
1 ARTICLE X.
The Board of Directors shall
| have the power to make and alter
iit.e bylaws of the corporation; to
TX the amount to be reserved as
working capital, and 70 authorize
| End cause to be executed mortgages
/ debentuves and other obligations
which shal! be liens upon the pro
: perty and franchises of the corpor-
alton, and, in general to exercise
all che powers and authority of the
! cOf1D2ny mot =