The Birmingham age-herald., 1903-03-26

may determine, by the vote of the per sons holding the larger amount of the value of the stock thereof, at meeting of the stockholders called for the purpose of considering an increase or decrease or the stock, of which meeting and the pur- pose for which it was called, thirty days notice In person or by mail must be given each stockholder whose residence Is known, and by publication, for four consecutive weeks in some newspaper published in the town, city or county In which the corporation Is located, and If at such meeting the persons holding the larger amount in value of the stock vote for an increase or decrease, then such ln- crease or decrease shall be made to the amount determined by such vote The proceedings of the meeting must be re- duced to writing which must be signed by the president, or chief executive officer of the corporation, and such writing, to- gether with proof by affidavit that the required notice was given, shall be filed and recorded In the office where the orig inal articles of incorporation were flsd, If the corporation was organized under the general incorporation laws, otherwise such proceedings and affidavit must be filed in the office of the Secretary of State. If the stock is increased, each stockholder Is entitled to a preference in taking the increased stock in proportion to the amount of the original stock he may own, and shall have the right for sixty days after the increase of stock has been agreed upon to take and pay for his pro rata of the stock in proportion to the stock originally held by him. If the stock Is decreased, such decrease may be ac- complished by cancelling the excess of it's authorized stock. or any part thereof, R,,N oft. .aIl 1.<zl l<x- ducing the holdings of each stockholder approximately or by buying and can ceiling a sufficient amount of the out standing stock to make the required de- crease or in said several methods IS may be determined by the vote of the persons holding the larger amount in value of the stock of the company at the meeting called for such purpose, provided that no existing subscription to stock shall be released, and no part of the corporate as- sets except the excess of assets over the aggregate of all of the corporations debts and existing stock, shall be used to pur- chase or retire any part of it's stock with out the consent of all who were creditors at the date of the filing of the declara ton herein provided for, or until all of such creditors, not consenting, have been paid and provided further that should such decrease be accomplished by buying and cancelling outstanding stock each stock holder shall have the right to tender at any time within fifteen days after a day to be named in written or printed notice to be given by the company. all or any part of his holdings. al a price to be named In such tender, and to sell, at the lowest average price at whicfS the number of shares to be purchased can be obtaiHed under such biddlngs, such a pro- portionate number of shares as his hold ings bear to the entire outstanding stock After such opportunity Is given the stock shall be purchased from the stockholders whose tenders were at the lowest price The stock tperetofore Issued by a corpo- ration organized under this article whose capital stock does not exceed ten millions of dollars, Is hereby legalized and made valid notwithstanding the amount of cap- ital stock of such corporation exceeds the amount heretofore authorized by this arr ticle. Neither stock nor bond shall be is- sued by any private corporation except for money, labor done, or money or prop erty actually received, and all fictitious increase of stock or indebtedness shall be void.
 Approved March 20, 1903
 Official. J. Thos. Hef1in,
 Secretary of State.