New-York tribune., 1920-06-17
MEETINGS
MOUNT VERNON. N. 7.

IN
the Cry Of Mount Vernon. New York. for
the following purposes
l. For the purpose OF considering and
voting upon proposition 10 increase The
number Of shares into which tho common
capital stock shall be divided without
thereby ne,.a; .. Increasing the amount = such
mon capital stock shall be divided into
"uuo shares OF the par value OF $50 each
-, For the purpose Of considering and
capital stock from $500, 900. consisting Of
5000 shares OF the par value Of 500 EACH
the. par value Of 500 each Che present
preferred stocN. and $1,000 shares Of the
par par ysIue tsns +. Of Of $50 & sash ..,,
voting upon n proposition TO redeem and
retirs pursuant to the provisions Of The
pany as herctofore amended. the present
preferred stock Of the corporation. and TO
rsdeSs s 'ts capital stock BY tie fun amount
the present preferred capital stock OF tho
par value OF 500 each. and TO eliminate
from the Certificate OF Incorporation ty
erence OF said present preferred stock In
Guiding all sinking fund provisions for
its retirement.
4 For the purpose 81 considering and
voting upon proposition 10 classify into
common. stock and cumulative participet
crease OF capital stock Of sad Company
amounting TO s2.l50,ooo. that sG51.ooo
thereof shall be common stock ana 81.
preference shares. said cumulative par
tcfpating preference shares to be entitled
to preference and priority over the COM
IRON stock substantially as follows;
tA) Out of the surplus or net PROFITS
arising from the business of the CORPORA
tion the holders of cumulative part oipat-
ing preference shares shall be entitled TO
receive fixed minimum dividends at tho
rate of $500 per share per annum. payable
quarterly tho first day of February and
May and August and of November IN each
year from the quarterly dividend date
next preceding the date of the original
issue OF each share thereof, unless such
stock shall be issued on quarterly dtvi-
dend date. and In such case from such
date, before any dividend shall be de-
common stock and the principal or par
value OF said cumulative participating
minimum dividends thereon shall be paid
IN fun In preference to the common STOCK
tho termination OF Its corporate existence
otherwise The fixed minimum dvi-
dends on said cumulative participating
preference shares to be cumulative. 50
that II for any period or periods the Same
shall not have been paid the rlEht thereto
stock and all arrears thereof 20 accusnu-
lated must be paid before dividends can
quarter year after payment of dividends
at the rate Of Sc. 90 per share per annum
and all cumulative dividends on the
the holders OF common stock shall be
entitled against the holders Of cumu-
all profits distributed as dividends up 20
$500 per share per annum on their stock
In any caendeo r. a0 year when dlydsnGs
been paid the common stock II 1t be
desired by the directors 70 pay out any
profits in further dividends, the holders Of
cumulative participating preference shares
shall be entitled to dividends up to the
amount OF 81 90 per share additional for
h,,e VI q
may be paid by way OF dividends In any
calendar year in excess thereof shall be
distributed wholly upon the common STOCK
OBJ SO long any cumulative partci-
pating preference shares shall be outstand-
Ing they shall be entitled to the benefit
of snl<ing fund TO be created. used and
of such stock as follows:
% on or before April lst, 1921. and on
before April lst OF each year thereafier
the Board Of Directors shall cause the net
profits of the corporation for the next pre-
depreciation and Federal, state and other
taxes of every description. to be ase"r-
countant or firm OF public accountants.
selected by the corporation, and after de
ducting from such net profits the amount
of all accrued dividends on the cumula-
tive participating preference shares. and
If and when said accrued dividends shall
have been declared and paid, or declared
and provided for, sum equal to five per
cent; go Of the balance of such net
!
credited to or set apart as a sinking fund.
(2) The amounts hereinbefore required
TO be set apart for and credited TO-, the
sinking fund. shall not be made the basis
of a stock cash dividend. or otherwise
distributed among the stockholders. nor
shall any such amounts be depleted or used
in any way which would interfere with
the application thereof as hereinafter re-
Qnired so increase in the corporations
redemption or resulting reduction of cunlu-
lative participating preference shares shall
he available as basis for dividends pay
able otherwise than in Common stocK or
for any other charges against surplus so
long as any cumulative participating pref
erence shares shall be outstanding
CD The funds set part for or credited
TO. the sinking fund applicable to the pur-
chase and/or redemption of the cumulative
before provided shall be used and applied
N tho purchase OF such shares herein
before required. at any time or before
siSyve Dollars ss9 per per s Share erseSs s 81
accrued diVlicnds, and thereafter at prices
not in excess of Seventy Dollars (s7O) per
share plus accrued dividends. If at any
time the par value of such shares shall be
increased or diminished the maximum
prices fixed in the preceding sentence shall
be proportionately increased or diminished.
as the case may be.
Such purchases shall be made in the fol
lowing manner.
fifteen 90 days after the first dav Of
April, 1921. and not moro than nft.on
tlo) days after the first day Of AprN i'm
each year thereafter II there be fun6s snt
apart for or credited to tho Sinking Fund
applca Bile to the purchase and/or redelnp-
uon or cumulative participating Drofcr-
ence shares amounting to Five thousand
dollars CS5.0o0) or more shall direct The
Treasurer of the corporation To request
scaled offerings of such shares from ihs
holders thereof. and TO accept for pur-
chase and retirement such shares q ihe
lowest prices al which such shares shall
De ofered, not exceeding. however. In.
prices above mentioned. so far as the
funds set apart for. credited to tho
sinking Fund applicable TO the purchase
OF such shares may permit The corpora
ton may al any time subject to the fore
going provisions and to the Statutes OF The
state Of New York purchase amy cumu-
tender any such shares so purchased IN.
competition with the tenders of other
holders of such shares. If and TO the ex-
tent that such moneys are not so applied
they shall be applied to the redemption
o: cumulative participating preference
shares MS hereinafter provided at the car
LEST date permitted by this certhcate.
said amounts shall be applied to further
purchases OF such shares outstanding II
and to the extent that the same can be
purchased as aforesaid at not exceeding
tho above prices
The corporation may az its option in
any year or years set apart for, and credit
to, the Sinking Fund. such additional
earnings Of the corporation. II shall,
from time to time, determine, and shall
receive credit for any such additional
amounts in respect to any amounts there
credited to- tho Sinking Fund
The corporation may purchase cumulat-
I've participating preference shares A. not
exceeding the redemption price herein
cause the same 70 be cancelled and the
corporation shall be credited. in respect