Art. of Consol. City, Colorado, stockholders of the Canon City and San Juan Railway Company have hereunto set our hands and seals this fifth (5th) day of September, 1878, in compliance with section 125 of an Act of the Colorado Legislature; approved March 14th, 1877, entitled, "An act to provide for the formation of corporations." Acknowledgment by Acknowledgment of I, Robt. F. Lytle, a Notary Public in and for said county in state aforesaid, do hereby certify that M. D. Thatcher, O. H. P. Baxter and Chas. E. Gast, personally known to me to be the persons who subscribed the foregoing certificate, appeared before me this day in person and acknowledged that they signed and sealed the same as their free act and deed. Given under my hand and notarial seal, this 9th day of September, A.D. 1878. [SEAL] STATE OF COLORADO, SS. R. F. LYTLE, Notary Public. I, Charles E. Waldo, a Notary Public in and for said county in the state aforesaid, do hereby certify that Frederick A. Raynolds, Benjamin F. Rockafellow and James Clelland personally known to me to be the persons who subscribed the foregoing certificate, appeared before me this day in person and acknowledged that they signed and sealed the same as their free act and deed. Given under my hand and notarial seal, this tenth day of September, 1878. [SEAL] CHAS. E. WALDO, STATE OF COLORADO, (INDORSEMENTS.) SS. Art. of Consol. I hereby certify that this instrument was filed for record Certificate of recording Sept. 25th, 1878, at 5 o'clock, P.M., and duly recorded in in Bent County. I hereby certify that this instrument was filed for record Sept. 13, 1878, at 8 o'clock A.M., and recorded in Book No. 14, page 86-91. Certificate of recording in Fremont County. JNO. WILSON, Recorder. STATE OF COLORADO, SS. COUNTY OF PUEBLO, I hereby certify that this instrument was filed for record Sept. 30, 1878, and at 8.50 o'clock A.M. and recorded in Certificate of recording in Pueblo County. I, James Rice, Secretary of State of the State of Colorado, do hereby certify that the foregoing is a full, true and complete transcript of the Articles of Merger Consolidation and Incorporation of The Pueblo and Arkansas Valley Railroad Company, which was filed in this office Articles filed the 12th day of September, A.D. 1878, at 9 o'clock, A.M., and admitted to record. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the Great Seal of the State of Colorado, at the City of Denver, this 11th day of Feby A.D., 1886. Sept. 12, 1878. [SEAL] JAMES RICE, AMENDMENT TO CHARTER Certificate of Amendment filed OF THE PUEBLO AND ARKANSAS VALLEY RAIL- STATE OF COLORADO, Office of THE SECRETARY OF STATE. UNITED STATES OF AMERICA, SS. I, James Rice, Secretary of State, of the State of Colorado, do hereby certify that the annexed is a full, true and complete transcript of the Amendments to Certificate of Incorporation of The Pueblo and Arkansas Valley Railroad Company, which was filed in this Office the twenty-first day of March A.D. 1887 at 9 o'clock A.M. and admitted to record. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the Great Seal of the State of Colorado, at the City of Denver this twenty-seventh day of February, A.D. 1890. [SEAL] JAMES RICE, Recital as to passage of following Whereas, at a special meeting of the stockholders of the Pueblo and Arkansas Valley Railroad Company, duly called stockholders' Meeting and held at the office of the Company in the City of resolutions at of Feb. 15, 1887 Recital as to proposed branch line to be authorized by amendment. Pueblo, Colorado, on the fifteenth day of February A.D. 1887, at which time there were present in person or by proxy 56160 shares of the capital stock of said company, the following resolutions were adopted by a vote of 56160 shares, no votes being cast in the negative, the entire outstanding capital stock of the said company being at the date of said meeting 56162 shares: Whereas, in addition or extension of the lines of railroad mentioned in the "Articles of Merger, consolidation and Incorporation of the Pueblo and Arkansas Valley Railroad Company" executed the 5th day of September A.D. 1878, and filed in the office of the Secretary of State of the State of Charter of Colorado on the 12th day of September A.D. 1878, the Amendment Resolution to amend branch. 2. A Branch having its initial point at or near the City Amendment of Pueblo on the main line, thence through Pueblo and El describing authorized Paso Counties by the most practicable route to Colorado Springs, thence in an easterly direction, by the most practicable route to a point on the state line between the states of Colorado and Kansas, between the 38th, and 39th, degrees of North latitude, and to a connection with the proposed line of The Chicago, Kansas & Western Railroad Company. Certificate of RESOLVED FURTHER, that a certificate of this Resolution that amendment be duly made under the corporate seal of this Company, attested by its President and Secretary, and that with Sec'y of State. such certificate be filed in the office of the Secretary of State, and also in the office of the Recorder of Deeds of each county in which the principal business of this Company may be carried on, as required by and in compliance with Sec. 127, Chap. 19 General Statutes of Colorado. Secretary that the foregoing are true tions passed by copies of the resolu NOW THEREFORE, We, William B. Strong, Presi- Certificate of dent and M. D. Thatcher, Secretary, of said Pueblo and President and Arkansas Valley Railroad Company, hereby certify that said Company determined in the manner aforesaid to amend its Articles of Association and that the foregoing are true copies of the original resolutions, which were adopted by a vote of more than two-thirds in value of its stockholders. [SEAL] WM. B. STRONG, President. two-thirds in value of the stockholders. SECOND AMENDMENT TO CHARTER OF Certificate of proceedings at stockholders' Meeting of May 12, 1888. Resolution to amend THE PUEBLO AND ARKANSAS VALLEY RAIL- KNOW ALL MEN BY THESE PRESENTS and this is to certify and declare that at a special meeting of the stockholders of The Pueblo and Arkansas Valley Railroad Company held at the office of the Company, Pueblo, Colorado, May, 12th A.D. 1888, upon a call of the stockholders present in person or by proxy, there were found to be represented at said meeting fifty-six thousand one hundred and fifty-nine (56,159) shares of the capital stock out of a total of fifty-six thousand one hundred and sixty-two (56,162) shares, issued and outstanding. Due proof having been submitted and entered of record that the said meeting had been legally called and convened, the following proceedings were had and adopted, viz: It was resolved that the articles of incorporation of the Articles by increasing Company be amended so as to increase the number of number of directors from 9 to 13. Stock vote on Attesting clause. Directors from nine (9) to thirteen (13), and that the President and Secretary execute in the name of the Company a certificate of this amendment to be filed as provided by law. A vote by ballot was taken upon the foregoing resolution whereupon it was found that fifty-six thousand one hundred and fifty-nine (56,159) shares had voted in the affirmative, and none in the negative, and the same was thereupon declared adopted by a vote exceeding three fourths (3-4) in number of the entire shares of the company issued and outstanding. WITNESS my hand and seal of said company this twelfth day of May A.D. 1888. THE PUEBLO AND ARKANSAS VALLEY RAILROAD COMPANY. [SEAL] Attest: M. D. THATCHER, Secretary. |