Nogales international., 1936-03-14
LEGAL NOTICE

NOTWITHSTANDING the foregoing
enumeration and statement of OBJ
jects, purposes and powers of this
corporation, this corporation is Or
ganized primarily and substantially
to hquidate certain specific assets,
to-wit; the properties and interests
in certain timber lands, water and
power rights, ranch and cattle
lands, mines and mining claims,
minerals and minera. rights, town
lots and other real estate, cattle,
cash and chooses in action to be ac-
quired by the corporation in consid-
Grafton of the issuance of the
"Class A" and "Class B" stock au-
thorized herein.
The foregoing statement of pur-
poses shall be construed both as
objects and purposes and as powers,
and each and all of said statements
Of purposes shall be applicable in
all respects to the transaction of
business without, as we'll as with
in, the said State of California; and
it is hereby expressly provided that
the foregoing enumeration of spe-
cific objects and purposes shall not
be held to limit or restrict in any
manner the general powers of the
corporation.
III
The County in the State of Cali
fornia, where the principal office
for the transaction of business of
this corporation is to be located, is
the City and County of San Fran
cisco.
This corporation is authorized to
issue two classes of shares of stock
to be designated respectively as
"Class A" and "Class b.. The total
number of shares which this cor
poration shall have authority to is
sue is 5400 shares.
The number of "Class A" shares
that are to be without par value
shall be 1890 shares and the num-
ber of "Class B" shares that are to
be without par value shall be 80
shares.
A statement Of the preferences,
privileges and restrictions granted
to or imposed upon the holders Of
the different classes Of shares in
this corporation, is as follows:
a. The holders of "Class A" shar-
es, issued and outstanding, except
as otherwise provided by law or
otherwise expressly provided by
these Articles of Incorporation, shall
have and possess the sole and ex-
elusive voting rights and powers
and the holders of "Class B" stock
shall not be entitled to vote upon
the election of directors or upon
any question affecting the manage
ment or affairs of this corporation
except where such vote is required
by law or by the express provisions
of these Articles Of Incorporation.
b) The holders of "Class B"
stock shall be entitled to receive
out of any funds of this corporation
at the time legally available for the
declaration of dividends, nquidating
or otherwise, dividends payable in
cash in an amount which shall bear
the same ratio to the total funds
legally available for the declaration
of dividends as to the total issued
and outstanding shares of "Class
B" stock bears to the total stock
in the corporation of all classes and
it shall be the duty of the Board
of Directors to declare and to cause
to be paid such dividends to the
holders of "Class B" stock.
G. In the event Of voluntary or
involuntary dissolution or winding
up of this corporation, the holders
of "C1ass B" stock shall be en-
titled to receive out of the assets
of this corporation, whether such
assets are capital or surplus and
whether such asrets consist of cash,
chooses in action, real or personal
property, such proportion of such
assets as the total number of is
sued and outstanding shares Of
"Class B" stock bears to the total
Issued and outstanding shares of
stock in the corporation of all
classes.
d. The holders Of "C1ass B"
stock while not entitled to exercise
any voting rights or powers shall
be entitled to notice of and to at
tend in person or by representative
all Directors and shareholders
meetings and shall at all times in
person or by their duly authorized
representative, have access to and
the right to inspect the books, re-
cords, accounts, correspondence and
files of the corporation.
e) Subject to all of the rights Of
the holders of "Class B" shares as
hereinabove in subdivisions b, C
and d provided, the holders Of
"Clacs A" shares shall be entitled