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upr000148-045
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\ Auditor Certifi-cates of stock-- when is­sued Transfer of stock Auditor with the approval of the President. He is authorized to draw checks against any funds to the credit of the Company in any of its depositories but all checks drawn by the Treasurer shall be countersigned by the Auditor or by such person as shall be designated by the Auditor with the approval of the President. He shall cause to be kept in his office, true and full accounts of all receipts and disbursements of his office. He shall also perform such other duties as shall be assigned to him by the President, and shall give bond with proper surety for such amount as may be approved by the President, for the faithful performance of his duties. Section 6. The Auditor shall have the immediate charge, supervision and control of all the accounts of the Company, and shall enforce and maintain the accounting rules and regulations as prescribed from time to time. He shall require reports from the Treas­urer or Assistant Treasurer, and from all officers and agents of the Company who receive or disburse funds for its account, at such time and in such form as he may deem advisable, showing all receipts and dis­bursements for the Company’s account, and he shall have the custody of all vouchers, drafts, invoices and other evidence of such disbursements. He is authorized to approve for payment, all vouchers, pay-rolls, drafts or other accounts when approved by the President or by such persons as shall be designated by the President in writing, and he may delegate such authority by appointment in writing with the approval of the President, to one or more employes of the Accounting Department. ARTICLE 7 Regulations relating to the issue of stock certificates and the transfer of stock. Section 1. Certificates representing stock of the Company shall 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 certificates shall be issued except upon surrender and cancellation of an old certificate for a like number of shares. Section 2. No transfer of stock shall be valid and binding upon the Company unless entered upon the books kept for that purpose by the Secretary. - 6 -