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3 is objectionable. But i f such broad power is to be conferred on the vice-president I think it should appear in Section 1 of the same a r t ic le that ordinarly only a single vice-president is contemplated, which can be done by changing the la t t e r part of the f i r s t sentence of Section 1 to read "and sh a ll also elect a vice-presiden t, a secretary, a treasurer, an auditor and such other o ffic e rs as the Board of Directors sh all determine". A rtic le IV.Section 4: The provision as to a ffix in g the corporate s e a l,to square with the change above suggested concerning the President’ s power to sign instruments, ought to read "s h a ll attest and a f f ix the seal of the company to a l l such instruments of contract and conveyance as sh all have been approved by the Board of D irecto rs". A rtic le V. Section 1: The provision fo r issuing part-paid stock c e rtific a te s is an inheritance from the old by-laws which I think ought to be discarded. I would suggest in it s place the follow ing: "C e rtific a te s representing stock of the company sh all be signed by the president or by a vice-president and also by the secretary or an assistant secretary. Unless authorized by the Board of Directors no new c e rtific a te s sh all be issued except upon surrender and cancellation of an old c e rtific a te fo r a 'li k e number of shares." A rtic le V I. Section 3: The Nevada statutes provide that the amendment of the by-laws is vested in the stockholders unless the a r tic le s of incorporation or two-thirds of the stock by written consent or by resolution at a meeting confer the power on the Board and that two-thirds of the stock may amend by written consent without a meeting. The a rtic le s of this company provide that amendment may be effected by vote or written consent of a majority of the stock. Section 3 of A rtic le VI of your revision conforms to this provision of the a r t ic le s . I think i t is a l l right notwithstanding the statutory provision just mentioned. In this connection it is of interest to note that the old by-laws which you are revising called fo r a two-thirds vote or consent of the stockholders which was in co n flic t with the provision of the a r t ic le s . Your le tt e r of transm ittal reoommends the revised by-laws fo r adoption by the Board of D irectors. The adoption w ill have to be by the stockholders either at a meeting or by written consent, as the power to amend the by-laws has not been vested in the board of this company. Yours very tru ly , (SIGNED) HENRY W. CLARK.