The Coconino sun., 1912-10-25
PAGE THREE

Sdnu rive IluUuTeu NZ,OUOD SudTeS. amounting in the aggregate to Two Hundred and Fifty Thousand dollars ($250, ,000), shal; be five per cent Cumulative Preferred Stock, and
 Twelve Thousand and Fifty l2,G50) shares, amounting in the aggregate to One Million. Two Hundred and Five Thousand Dol. lars. s1 ,205 .000). shall be common stock.
 The holders of the preferred stock shall be entitled to cumula- tive dividends at the rate of five per cent per annum from the date of the issue of such stock before any dividend shall be paid on the common stock; and in case of dis solution or liquidation of said cor poration, the holders of said pre- ferred stock shall be entitled to receive par amount for their stock, together with any cumulative divi- dends at the rate of five per cent per annum that shall have accrued thereon, and that shall remain un- paid before any sum shall be pay able out of the company's assets to the holders of the common stock. The common stock shall be subject to such rights of the holders of the preferred stock.
 Fourth: The number of its di- rectors who shall manage the af- fairs of such corporation shall be seven and the names and post office addresses of the directors for the first year are as follows:
 NAMES POST OFFICE
 ADDRESSES E. P. Ripley Chicago. Illinois w. R. Page Proctor, Vermont Byron L. Smith Chicago. Illinois James H. Eckles, Chicago, Illinois E. D. Kenna Chicago. Illinois l. L Hubbard Winslow, Arizona R. J. Arev Williams, Arizona
 Fifth. The term for which this corporation is to exist is Fifty years.
 Sixth. Said Railway Company shall not issue any Preferred Stock in excess of Two Hundred and Fifty Thousand Dollars ($250, ,00G) par value thereof as authorized by Article Third of this certificate, and shall not issue any mortgage bonds except with the consent of the holders of two-thirds of all the Common Stock of said Railway Company which shall then be out standing.
 Seventh. Previous to the time of such sale a Plan or Agreement was entered into in anticipation of the formation of the new corpora tion and such purchase was mace pursuant thereto. Such Plan or Agreement was entered into by the said Edward D. Kenna. Byron l.. Smith and James H. Eckels and certain holders of First Mortgage Bonds of The Santa Fe and Grand Canyon Railroad Company issued under its mortgage dated January l, 89S. and such Plan of Agree ment is as follows:
 AGREEMENT. made this sev- enteenth day of June. 1901, be- tween Edward D. Kenna. Byron L. Smith and James H. Eckels (here- matter termed the "Committee"), parties of the first part and such Holders of First Mortgage Bonds of the Santa Fe and Grand Canyon Roilroad Company issued under its mortgage, dated January 1, 1898, as shall become parties hereto in the manner hereinafter provided (such bondholders being herein after termed the ''Depositing Bondholders"O. parties of the sec ond part.
 WHEREAS, the Santa Fe and Grand Canyon Railroad Company Hereinafter termed the Railroad Company"0, a corporation of the Territory of Arizona, has issued one thousand of its first mortgage five per cent. twenty-year gold bonds. each for the sum of $l, ,000, secured by mortgage dated Jan uary 1, 1898, to International Trust Company. as trustee. all of which bonds are now outstanding and unpaid; and
 WHEREAS, the Railroad Com pany made default in the payment of the interest upon such bonds and is insolvent, and a receiver thereof has been appointed. and the holders of claims against said Railroad Company for materials. and labor. and, also, the Trustee under said mortgage of the Railroad Company have insti- tuted proceedings for the enforce ment of their claims and to obtain a judicial sale of the railroad and