The Telegraph-courier. [volume] (Kenosha, Wis.) 1888-1946, 1919-06-19
First Publication June 10. 1919.
STATEMENT OF REDUCTION
and
CERTIFICATE DECREASING CAPITAL
STOCK

STATEMENT OF REDUCTION
CERTIFICATE DEcREAsING CAPITAL
STOCK.
SIMMONS COMPANY, . corporation of
the State of Delaware by its President
and its Secretary, and majority OF its
Directors does hereby certify:
l. That the principal office of the COM
pany is located at Nos. 925-92T Market
Street. in the City of Wilmington, County
OF Newcastle and State of Delaware. and
that the agent therein and in charge there
Of upon whom process against the corpora
ton may be served Is Corporation Charters
Company.
p That on the 31st day of May. A. D.
1919, pursuant TO a call of the President,
and npon notice given TO each stoekhold-
er as provided in the Bylaws and by
law, a special meeting of the stockholders
OF the company was held. at which meeting
of the capital stock of the company issued
and outstanding and entitled TO vote.
We're present or represented, and voted in
favor Of the resolution as follows:
WHEREAS, the amount of the total
authorized capital stock of this corporation
Is thirteen million (13,o90, 0oo.oOl dollars,
divided into one hundred and thirty thou
sand t130.000l shares of the par value OF
one hundred (10a00l dollars EACH aud
of said authorized capital stock thirty
thousand t30000l shares amounting to
three million (3.000,O00.00) dollars is Pre-
ferred Stock. and one hundred thousand
l0000G6G00l dollars is Common Stock
and
WHEREAS of said thirty thousand
t3op00l shares amounting to three mil
lion (30000000o0l dollars Of Preferred
Stock, twenty-three thousand four hun
lren and thirty-Six (23, 1860 shares amount,
ing to two million three hundred forty
three thousand and six hundred (2,343.
60o,00) dollars is issued and outstanding,
and six thousand five hundred and sixty
four t6,l641 shares amounting to six hum
dred dfty-SiX thousand four hundred
659.f0000l dollars is unissued. and
WHEREAS, it is deemed advisable that
the capital stock of this corporation he
reduced to ten million (10,000,000.00l dol
lars tall Common Stock, and that the
decrease be effected by retiring thirty thou
sand (30,0G0) shares. being all of the Pre-
ferred Stock, amounting to three million
(S.a00,G0 dollars, and
WHEREAS, all of the debts of said cor
poration have been paid and discharged
except those which are otherwise fully
secured,
NOW, THEREFORE,. BE IT, AND IT
HEREBY IS RESOLVED, that the capital
stock of this company be reduced to ten
million (10.000,000o0) dollars divided into
one hundred thousand (100,000l shares of
Common Stock of the par value of one
hundred 100000 dollars each and no
Preferred Stock. by retiring on August 1,
1919 (being dividend date not less than
forty (40) days after this meeting) thirty
thousand (30,000) shares of Preferred
Stock amounting to three million (3000-
.GsD.G0) dollars. being all of the Preferred
Stock authorized by the Certificate of In
corporation as amended, at the price of
one hundred and ten (11000) dollars per
share for all II the Preferred Stock issued
and outstanding, plus accumulated and
unpaid dividends thereon, and
BE IT. AND IT HEREBY Is, FURTH-
Err RESOLVED. that Il statement of the
reduction be signed and acknowledged by
the President and majority of the Direc
TORS before an officer authorized by the
Laws of Delaware to take acknowledge
ments of deeds, to be the act and deed of
the signers, respectively, and that the facts
therein stated are truly set forth, which
statement shall be filed in the office of the
Secretary of State of Delaware, and a GER
titled copy thereof recorded in the office of
the Recorder of the County of Newcastle,
Delaware. where the principal office of the
said Company in Delaware is located, and
BE IT. AND 1T HEREBY is, FURTHER
RESOLVED, that the certificate decreasing
the capital stock as aforesaid, be published
for three 90 weeks successfully, at least
once in each week. in a newspaper pub
lished in the county of Newcastle, Dela-
ware and in a newspaper published in Ke-
nosha county, Wisconsin, the first pub
lication to be made within fifteen (15l days
after the fling of said certificate as afore-
said"
3 That at said meeting of the stock
holders the foregoing resolution was as
scented to in writing by the stockholders
Oh SHl0 company present OF represented 1T
said meeting as aforesaid, which said writ
ten assent is hereto appended.
4. That ,2S4 shares of the Preferred
Stock. which, with the Common Stock
asserting thereto, is more than two thirds
of all of the Stock issued and outstanding.
filed with the Secretary of the company ut
said meeting their written consent to the
retirement of the Preferred Stock of the
company and to the reduction of the cap
ital stock of the company, copy of the
form of which consent, together with the
list of Preferred Stockholders and the
amounts Of preferred stock held by each
Is hereto appended.
5. That 1925 shares of the Common
Capital Stock of said corporation are is
sued and outstanding and entitled to vote
6. That 23,436 shares of the Preferred
Stock of said company are issued and out
. That the Board of Directors is COM
posed Of eighteen (1S) members.
z IN WITNESS WHEREOF, the said
SIMMONS COMPANY has caused this
Statement of Reduction and Certificate
Decreasing Capital Stock to be signel by
its President and Secretary, and its cor
porate seal to be hereunto affixed, this 31st
day of May, A. d. 1919.
BY u. G. Simmons.
President.
Attest: 0. BanI d'Aoust.
corporate SeaD Secretary.
v. L. Award; J. G. Ferris; John r.
Gail; a. G. Simmons; G. H. Milne; A. II.
Lance; 0. Ban'l. d'Aoust; Alfred Terrell;
Chester D. Barnes and C. Fl. Schweppe.
STATE OF WISCONSIN,
COUNTY OF KENOsHA.
Be it remembered that on this 31st day
of May. A. D. 1919. before me the under
signed, a Notary Public, in and for the
State of Wisconsin. personally came u. G.
SIMMONS, President and o. B. d'A0UST,
Secretary of SIMMONS COMPANY, to
me personally known and to me known to
be such officers of said company, and per-
sonally came before me
u. G. Simmons
A. Fl. Lance
G. II. Milne
Alfred Terrell
" L. Award
j. c.. Ferris
G. Fl. Schweppe
John F. Gail
o. B. d'Aoust, and
Chester D.. Barnes.
to me personally known and to me known
RI ho directors IF said SiTnruonS GOmuanV