The age-herald., 1901-06-15

llled Tn the office of the probate judge for record. This agreement gives all the minor details of the consolidation, which are along the line published in The Age Herald Tuesday, morning, when the an nouncement of the deaf was first made public.
 Robert Jemison, president of the con- solidated company, while discussing the consolidation last night said the work of adding Improvements will not begin until after the meeting of the stockholders in July, a that until that time the com pany would be managed as it had been in he past.
 Consolidation Agreement. The agreement for the cosolidation of the three companies is as follows:
 First--rhe consolidation shall be eff fected under and in accordance with the laws of Alabama, and the three companies uniting and consolidating shall adopt the | name and charter of said Birmingham Railway, Light and Power Company as the name and charter of the consolidated | corporation.
 Second-The capital stock of the corpor- alton shall consist of S5,OO00OO divided | Into 5000 shares of the par value of S100 each. Said capital stock may afterward
 
 manner that shall be authorized by law and by vote of a majority in interest of | the consolidated corporations stockhoId- l CTS. The original capital stock of &, ,000, 600 l shall consist of two classes, common and | preferred; the amount of preferred stock | to be H500.000 par value. The preferred Snares shall be entitled out of net profits to semi-annual dividend at the rate of 6 per cent. per annum, and no more the same to be what is commonly known as cumulative dividend. In 1iqI1dation the preferred shares shall be a first lien on net assets to the extent of S100 per share, and all net assets left after payment of the preferred shares In full a par value together with earned and unpaid dividends If any, shall be distributable on the com mon stock alone.
 Third-The consolidated corporation shall in virtue of the agreement of con- solidatfon and the provisions of It's char ter, be authorized to issue fifty year 5 per cent bonds to the amount of s6. GOO 0Oo of which s1,2500oO par value shall be set aside for redeeming the $1,25O,O 900 of first mortgage bonds originally issued by the Birmingham Railway and Electric Company and now outstanding on q DOT tion of the Birmingham Railway, Light and Power Companys property, and g. O0,000 par value shall be in the consoli- dated corporation's Atreasury for sale,
 
 for immediate issue on the basis of the combined properties of the three consis- tent corporations or said $2,O0OO0O of treasury bonds, $' 100, 600 may be sold for cash at not less than 77h per cent of par, the cash proceeds to be available for the general purposes of the consolidated cor poration, including the payment of float ing indebtedness heretofore Incurred for construction, and the remaining s1, GOO GOO shall be reserved for issue solely for new construction and Improvements to the ex- tent of 70 per cent of their cost, under such restrictions an shall be contained in the mortgage or trust deed securing the new issue of bonds. The $6, 900 900 of bonds above provided for will be secured by first mortgage or indenture of trust on all the property, rights and fran chises of all the constituent corporations subject only to the lien now existing In favor of the sl 900 of bonds above re- ferred to.
 Fourth-Concurrently with the consoli- dation of the three companies, said Bir- mingham Gas Company shall satisfy by payment in cash. or otherwise, all it's outstanding bonds, the same consisting of $500, 600 par value of per cent, first mort gage bonds and cause the mortgage se- curing the same to be discharged of record.
 Fifth-Concurrently with such consoli-
 
 Company shall satisfy by payment in cash or otherwise all it's outstanding bonds. the same ensisting or s300,O00 per value 6 per cent. first mortgage bonds and cause the same to be discharged of record
 sixth-Concurrently with such consoli- dation, the present Birmingham Railway Light and Power Company shall satisfy by payment in cash or otherwise all it's outstanding bonds (other than s1, ,250,0OO of first mortgage bonds originally issued by the Birmingham Railway and Electric Company and now secured by a mortgage on portion of said Birmingham Railway, Light and Power Company's property). the bonds so to be satisfied, consisting of s1,s2o.00O of first consolidated mortgage per cent. bonds. and shall either cause the mortgage securing said $1,Se0,000 of bonds to be discharged of record or cause said mortgage to be satisfied so far as said sl.30,000 of bonds are concerned. leaving it fin force only so far as said $i 25O, 900 of first mortgage Birmingham Railway and Electric Company's bonds psay be en- titled to the benefit thereof.
 Seventh-In consideration of the several capital stocks. properties and businesses consolidated as herein contemplated, the Consolidated Birmingham Railway Light and Power Company shall issue securities. to-wft: The full amount of Its capital stock, consisting of $1,50o0O0 of preferred stock and S3,500.000 of common stock, and S2,750.000 par value of bonds (part of said authorized issue of $6000,000 the distribu- ton thereof to be as follows:
 (a). To said Birmingham Gas Company s500,000 of preferred stock. s11s,000 par value of common stock and s475000 par value of bonds.
 (b.) To said Consolidated Electric Light Company s1S 1.00O par value of pre- ferred stock s2o0.00o par value of com mon stock and s455,00O par value of bonds.
 (c) To the present Birmingham Railway Light and Power Company $3,OO0,O0O for par value of common stock leach holder of the present capital stock of the com pany, consisting of $1.5Oo.000 par value, to receive new common stock to the amount of s200 for every s100 par value by such holder owned in the present capital stocls) and to said Birmingham Railway, Light and Power Company also s1,s20,oO0 par value of bonds and sl.seOOoo par value of common stock, this last named amount of common stock and bonds taken to- gether to be used in procuring and satis- flying the present outstanding Sl.S2O,00O of first consolidated mortgage bonds above mentioned.
 Eighth-The consolidated corporation