Nogales international., 1932-04-30
LEGAL NoTgLE
bonds and securities.

($1OO 900 0O} DollaTJ divided into
One Hundred Thousand Shares
100000 OF the par value CT One
(S1.00) Dollar each, which said
stock when issued shall be fully
paid and worcestershire and may be
sold and issued in exchange fof
cash or in exchange for services Or
other property real Or personal on
such terms and at such times as
tll2 Bcard of Directors may pre-
scribe, and said board shall have
the full discretion and power to flX
the value Of property or services tor
which stock may be exchanged, ano
thu determination By said Board OF
the value OF any such property or
shall IN the absence o. fraud
be conclusive as to such value
The stock OF this Corporation shall
be sold, exchanged Or issued as It's
Board Of Directors may from tine
to time determine, and in manner
as by it's bylaws provided and Wf1en
so issued shall thereupon and there
by be end become fully paid and
ncn-assez sable.
VI.
The time Of the commencement
of this Corporation shall be when
it shall llave been issued it's Ger
tificate of incorporation therefor
and it's termination shall be twenty
five years thereafter.
VII.
The highest amount Of liability
or Indebtedness direct Or contingent
to which this Corporation may at
any one time subject itself shall be
Fifty Thouaand $780, 100000 Dollars.
VIII
The private property Of the stock
holders Of this corporation shall be
forever exempt frczn liability on
account Of any indebtedness OF obi
cations OF this Corporation.
TX
The business and affairs Ct tins
Corporation shall De conducted by
and through its Board OF Directors;
such Board Of Directors shall con
sist of not les than three nor more
than fifteen members, as hy its by
laws may be provided, and the mem
bers Of said Board shall be stock
holders in this Corporation ard
elected annually, on the first Tues
day in February Of EACH year, com
mencing with the year 1898; provid-
ed. however, that the Board Of Dir
ectors may elect and appoint as in
the bylaws Of the Corporation may
be provided, such other Officers, in
addition to those in these
Articles Of Incorporation spe-
officially mentioned, and by
resolution appoint such COM
mittee, from its own members
as the Board may see fit, and may
recall and Discharge any OF all such
officers and dissolve such commit
tees at the will and pleasure Of the
Board, and may vest in such Of
ficers and committees all such pow
er as the Board may deem proper
and expedient for the required con
duct of the affairs and business Of
the Corporation
Until their successors shall be duly
elected and qualified, the following
named persons shall constitute the
Board OF Directors of this Corpora
ton, to-wit: Frank P Gardiner, Al
bert E. Sherman and Leslie E
Moore. and until the bylaws of this
Corporation shall otherwise provide
three persons shall constitute its
Board OF Directors.
Vacancies from any cause in the
Board of Directors shall be filled
by the remaining members, Or mem
ber, OF tho Board, and new mem
bers chosen to fill yacancies shall
serve until the next annual election
OF tho Board and until tl3ir sue
cessors, respectively, shall be elected
and qualified.
Vacancies from any cau1e in any
other office shall be filled By the
Board il, like manner and with Like
effect as vacancies of the Board
arr filled
The off:cerG OF this Corporation
who shall manage it's business and
affairs subiea. to the direction End
control OF tl1n Board OF Directors
Shall be 'o.32 President, one Vice
Pre5ideNt cn2 Secretary. one Trea~
surar an one General Manager
whose duti~a. shall be prescribed by
the bylaws Of the Corporation.
Tn? offices of Secretary and Trea-
urer raay be held and the duties
thereof performed by one and The
same person, and likewise the Of
/ cc5 Of Pres dent and General Man
ager may be held and the duties
taoreof performed by one and the
sar1c person, if SO provided by the
bylaws, and oil such officers shall
be elected by and from among the
per-cE5 constituting the Board OF
Directors and snail hold their Of
fices concurrently with The Board
unless Ly the Beard sooner rcraov-
co.
Except a5 herein otherwise pro-
v.ded, p majority Of the naembe- S
Of the Board Of Directors shall con-
s5itute q quorum, and any meeting
Of the Board at which there shall
be present q quorum shall l2e deemed
3 regular meeting and ali business
transacted at any such meeting shall
have the same force and effect as