Nogales international., 1944-01-21
LEGAL NOTICE

GIlluSS, lIlClQ0nC CO, growing OuG Ol,
or connected with its business or
any part or branch thereof.
ARTICLE w.
The authorized capital stock of
the corporation is one hundred
thirty thousand dollars ($130, 900 .00)
divided into three hundred 5000
shares of preferred stock of the par
value of one hundred dollars
.($1OO .O0) per share and one hundred
thousand 100000 shares of COM
mon stock of the par value of one
dollar Q.OO) per share. During
each calendar year beginning jan
uary /, 1914, the holders of the
preferred stock shall be entitled to
receive out of the net earnings of
the company preferential curnu-
lative dividends at the rate of six
per cent. (696) per annum payable
in annual or. more frequent install
ments as the bylaws may from time
to time provide. After providing
for the payment of all accumulated
dividends upon the preferred stock,
fifty 5000 per cent of the remain
ing net earnings of the company in
each year after deducting the
amount, if any, that the directors
deem necessary to expend for oper-
ations, additions and/or improve
ments, shall be set aside and paid
into a sinking fund for the redemp-
ton and discharge of the preferred
stock, and any or all Of the shares
of preferred stock shall be subject
to redemption at any time after the
issuance thereof at one hundred
dollars ($1O0.00) per share and
accumulated dividends thereon, at
such times and in such manner as
the board of directors shall deter
mine. After providing for the pay
ment of all such accumulated divi-
dends upon the preferred stock and
after setting aside fifty per cent.
(5O9o) of the remaining net earnings
in any year for sinking fund, as
hereinabove provided, the directors
may, in their discretion, whenever
the remaining net earnings are ap-
plicable thereto, declare and pay
dividends therefrom upon the COM
mon stock. The holders Of prefer
red stock shall have no voting pow
ers whatsoever, nor shall they be
entitled to notice Of any meeting OF
the stockholders of the company.
The stock of the company shall be
issued for cash, real or personal
property, services, leases, options to
purchase, or any other valuable
property, right or thing, as may be
determined by the board of direc-
tors. The board of directors shall
fix the value of the property or
services for which stock shall be
issued and their Judgment thereon
shall be conclusive. All shares OF
stock when issued shall thereupon
become and be fully paid and non
asseSsable.
ARTICLE v.
The time of the commencement
of this corporation shall be the date
that certificate of incorporation
shall be issued to the corporation
and the termination thereof shall
be twenty-five (25) years thereafter
with the privilege of renewal as
provided by law.
ARTICLE WI.
The management and control Of
the business, property and affairs
of the corporation shall be vested In
and conducted by a board of direc-
tors consisting of not less than
three 90 nor more than five 90
members who shall be stockholders.
The directors shall be elected at the
regular annual meeting of the stock
holders which shall be held at No
gales, Arizona, or at such other
place as the directors shall deter
mine, on the first Tuesday after
the first day of January of each
year, and shall hold office until
their successors are elected and
qualified. The directors shall have
the power to adopt, amend and
rescind the bylaws, to fill vacan-
cies occurring in the board or any
office from any cause, and to ap-
point such committee or such other
officers or agents as they may deem
proper.
ARTICLE VII.
The officers of the corporation
shall be a President, Vice-President,
Secretary, and Treasurer, and such
other officers as the board Of direc-
tors shall deem necessary. Any two
of said offices except those Of Pres
ident and Vice-President may be
held by the same person. The Off
GERS shall be elected annually by
from and among the directors i'm.
mediately after the annual meeting
of the stockholders and they shall
hold office until their successors
are elected and qualified.
ARTICLE VIII.
The highest amount of indebted
ness or liability, direct or contin-
gent, to which the corporation may
at any time subject itself is eighty
three thousand three hundred
thirty-three and no/100 ($83, $4,000
Dollars.
ARTICLE TX.