The herald and news. [volume] (Newberry S.C.) 1903-1937, 1912-05-07
NOTICE.

Is hereby called to be held at the
company's Office at Whit1nire, S. c., at
10 o'clock in the forenoon On the 18th
day of May, 1912, to consider and act
upon the following resolutions of the
directors of said company, viz:
Whereas, it is deemed desirable that
the capital stock of the Glenn-Lowry
Manufacturing Company be increased
by the issue of twenty-five hundred
shares of preferred stock of the par
value of one hundred dollars share,
with the same preferences, liabilities
and conditions now attaching to the
outstanding preferred stock Of the
company, except as modified in the fol-
lowing resolutions; said notifications
to also apply to the outstanding pre-
ferred stock of the company; and
whereas it is further deemed desirable
that the capital stock Of said Glenn
Lowry Manufacturing Company be al
so increased by the issue of five thou
sand shares Of preferred stock to be
known and designated as Guaranteed
First Preferred Stock of the par value
Of one hundred dollars a share, with
the preferences, liabilities and condi-
tions hereinafter set out in the follow
ing resolutions; therefore
1. Be it resolved by the directors Of
the Glenn-Lowry Manufacturing Com
pany, That the capital stock of the
par value of one. hundred dollars a
share; said capital stock to consist of
three classes, viz: Five thousand
shares to be known as Common Stock;
ten thousand shares to be known as
Preferred Stock; and five thousand
shares to be known as Guaranteed
First Preferred Stock.
2. Be it further resolved, that, sub
ject to the prior rights of the holders
Of the Guaranteed First Preferred
Stock herinafter set out, the Preferred
Stock shall have a preference over
Common St. both as to assets in
case of final liquidation and as to
cumulative dividends, out of the net
earnings to the extent of seven per
cent. per annum, payable semi-annual-
ly; the Common Stock to be entitled
to a like dividend payable semi-an-
nually, but not cumulative, out of the
net earnings after the payment of di-
vidends on the Guaranteed First Pre-
ferred Stock and Preferred Stock
the dates for the payment of dividends
to be the first day of January and the
first day of July of each year.
3. Be it further resolved, That,
subject to the prior rights Of the hold
ers of Guaranteed First Preferred
Stock, the two thousand shares of
Preferred Stock first issued shall be
redeemable at the option of the Com
pany at any time by lot after the first
day of January, 1910; that the one
thousand shares of Preferred Stock
next issued shall be redeemable in
like manner at any time after the first
day of January, 1915; that the forty
five hundred shares of Preferred Stock
next issued shall be redeemable in like
manner at any time after the first day
of January, 1920; and that the twenty
five hundred shares of Preferred Stock
to be issued under these resolutions
shall be redeemable in like manner at
any time after the first day of Janu-
ary, 1925. All surplus profits, after
paying dividends, shall be appropriat-
ed as follows: On and after the first
day of January, 1910, sixty per cent.
thereof to the purchase Of Preferred
Stock selected by lot, and the remain
ing forty per cent. to go to the surplus
fund; the Preferred Stock so purchas-
ed to be held by the Treasurer of the
Company until all Of the said Prefer
red Stock has been purchased and then
issued to the holders of Common Stock
as Common Stock pro rata; provided,
however, that the two thousand shares
of Preferred Stock first issued shall be
first redeemed and reissued as Com
mon Stock to the holders OF Common
Stock next issued shall be redeemed
the one thousand shares of Preferred
Stock next issued shall be redeemed
and reissued as Common Stock to the
holders of Common Stock pro rata, be-
fore the Preferred Stock issued later
is so redeemed and reissued; provid-
ed, further, that the forty-fVe hundred