New Ulm review. (New Ulm, Brown County, Minn.) 1892-1961, 1918-07-24
CERTIFICATE OF AMENDMENT
OF THE CERTIFICATE OF
INCORPORATION OF THE 81
UNION HOSPITAL ASSOCIATION


State Of Minnesota, :.
County Of Brown, -
We, Jacob Klossner, Jr., President,
and w. c.. Miller, Secretary, of the
Union Hospital Association, a corpora
ton organized and existing under the
Laws of the State of Minnesota, do here
by certify that at special meeting of
the stockholders of said corporation,
called for the expressly stated purpose of
considering and acting upon the amend
ments to the Certificate of Incorporation
of said Association embraced in this
certificate, held at the Lecture Room of
the Turner Hall in the City of New Ulm,
Minnesota, on the 18th day Of. June,
1918, at the hour of 2 o'clock in the
afternoon of said day, of which meeting
due notice was given to all of the stock
holders of said corporation as required
by law, the following resolutions were
separately duly adopted by Majority
vote of the capital stock of said corpora
ton to wit:
First Resolution
Resolved by the Stockholders of the
Union Hospital Association a corpora
ton, that the portion of Article Fourth
of the Certificate of Incorporation of
said Association, reading as follows,
to wit:
A regular annual meeting of the
stockholders of said Corporation
shall be held at it's principal place of
business on the First Monday of
February in each year for the pur-
pose of electing directors to succeed
those whose terms expire, and for
the transaction of other appropriate
business.
be amended so as to read as follows,
to wit:
A regular annual meeting Of the
stockholders of said corporation, for
the purpose of electing directors to
succeed those whose terms expire
and for the transaction of other ap-
propriate business shall be held on
the Goth day of May of each year,
at such place as shall be designated
therefor by the Board Of Directors.
Special Meeting of the stockholders
may be called by the Board of Di-
rectors at any time. Ten days
notice of all stockholders meetings
shall be given by mail to each stock
holder.
Second Resolution
Resolved by the stockholders of the
Union Hospital Association, a corpora
ton, that Article Fifth of the Certificate
of Incorporation of the Union Hospital
Association be amended so as toread as
follows:
Fifth: The total Capital Stock
of this corporation shall be One
Hundred and Fifty Thousand Dol
lars ($150,000); of which Seventy
five Thousand Dollars (S75,000) di-
vided into Seven thousand five hun
dred (750O) shares of the par value
of ten Dollars ($1O) each shall be
Common stock; and Seventy-fve
Thousand Dollars (S75,000) divided
into Seven hundred and Fifty (750)
shares of the par value of One Hun
dred Dollars (S100 each shall be
Preferred Stock. The Capital stock
shall be issued at such times and in
such amounts as shall be determined :
by the Board of Directors, and
may be increased from time to time
according to law.
The holders of the preferred stock
shall be entitled to receive when and
| profits Of the corporation, dividends
at the rate of four per cent per
annum, and no more, payable semi
annually on January LIST and July
1st of each year. The dividends on
the preferred stock shall be accu1nu- T
lative and shall be payable before =
any dividends on the common stock
shall be set apart or paid; so that
if the corporation shall fail during
any year to pay dividends on the
outstanding preferred stock at the
rate of four per cent per annum, the
deficiency shall be fully paid before
any dividends shall be paid or set
apart for the common stock.
In the event of the liquidation,
dissolution or winding up Of the .
corporation, whether voluntary or
involuntary, there shall be paid
to the holders of the preferred.
stock the full par value thereof and
the unpaid accrued dividends there
on, before any sum shall be paid or
any Of the assets Of the corporation
distributed among the holders of the
common stock. After payment is
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