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Mr. F. H. Knickerbocker: Referring to your le tt e r o f November 21st, f i l e 9 ^3 6 , in regard to execution o f contract o f the Las Vegas Land 4 Water Company by you as Vice President: The By-Laws do not expressly authorize the President or any Vice President to execute any p articu lar class o f contract without action by the Board o f D irectors. In this respect the By-Laws d iffe r from those o f the R ail­road Company. Section 2 o f A rtic le M- states "that the Presi­dent sh a ll, subject to the Board o f Directors and the Executive Committee, have personal supervision and con­t r o l o f the business o f the company and sh all sign a l l such instruments o f contract and conveyance as sh all have been approved by the Board o f D irectors*. Section 3 provides “that in the absence o f the President from his o ffic e or during his d is a b ilit y , the Vice Presidents sh a ll perform the duties o f the President. They sh all have the general charge and over­sight of the business o f the company under the direction o f the Board o f Directors, the Executive Committee and the President and subject to such rules and re striction s as they may prescribe*. S tric tly speaking therefore no formal or important contracts may be executed by a Vice President or even by the President unless such con­tracts "have been approved by the Board o f D irectors*. On the other hand, any o ffic e r expressly authorized by the Board o f Directors may execute a contract, and th is, X understand, was done in this p articu lar case by reso­lu tion . So fa r as concerns entering into minor agree­ments relatin g to the conduct o f the business o f the com­pany, the Vice Presidents would have power to enter into such contracts subject to such ru les and re strictio n s as the Board o f Directors, Executive Committee and the Presi­dent prescribe. It would seem, therefore, that s t r ic t ly speak­ing the Vice Presidents should have d efin ite instructions as to the class o f contracts which they may make under the provision quoted.