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Collection: Original Records > Articles of Incorporation
Homewood Investment Co (AI-H076)(1970) (7 pages)
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Page: of 7
B. All persons who shall acquire stock in the
corporation shall acquire the same subject to the provisions
of these Articles of Incorporation.
; C. All of the powers of the corporation, in so
far as the same may be lawfully vested by these Articles of
Incorporation in the Board of Directors, are hereby conferred
upon the Board of Directors, who shall have full control over
the affairs of the corporation.
D. In furtherance and not in limitation of the
powers conferred by law and by these Articles of Incorporation,
the Board of Directors is hereby expressly authorized:
(1) To make, amend, repeal, or otherwise
alter the by-laws of the corporation, other than a by-law fixing
or changing the number of directors, without any action on the
part of the stockholders; provided, that any by-laws made by the
directors and any and all powers conferred by any of said by-laws
may be amended, altered or repealed by the stockholders.
(2) To fix, determine, and vary the amount to
be maintained as surplus, and, subject to the laws of the State
of California, as amended, and subject to provisions and requirements of these Articles of Incorporation, to fix, determine, and
vary the amount or amounts to be set apart or reserved as working
capital of the corporation.
(3) Zo transfer all or any pare of the vasecis
of the corporation by way of mortgage, or in trust or in pledge,
to secure indebtedness of the corporation, without any vote or
consent of stockholders, and to authorize and to cause to be
executed instruments evidencing any and all such transfers.
(4) To sell, lease, or exchange any part less
than all or less than substantially all of the property and assets,
including good will and corporate franchises, of the corporation
upon such terms and conditions as the Board of Directors may deem
expedient for the best interests of the corporation, without any
sauthorization, affirmative vote, or written consent or other action
of the stockholders or any class thereof.
SEVENTH: That the corporation hereby reserves the right
to amend, alter, change or repeal any provision contained in these
Articles of Incorporation, as now stated and as hereafter amended,
altered, or changed, in the manner now or hereafter prescribed by
laws of California and all rights and powers conferred by these
Articles of Incorporation on stockholders, directors, or officers
of the corporation are hereby granted subject to this reservation;
provided that the provisions of these Articles of Incorporation as
so amended, changed, altered, or repealed shall contain only such
provisions as shall be lawful.
3.