The herald., 1920-10-28
CHARTER
AMENDMENT TO CHARTER OF RI
PUBLIC BOX COMPANN, INC.

II
~ before me. Charles kOs'H, NOiHIS
Public duly commissioned ana qu'hH'd
and in the pTeSrnC" OF Iht uhu'I sA7"' Y
witnesses personally came and appeared
Sigismund ). Levy, Chairman. ana liarr.
Hardie Secretary of meeting OF nv
STOCKHOLM, Of the Republic Box com
pauy In. corporation organized bN
act before scott Z. Beer, Notary Public
on the twenty eighth day of August, 1914
and rec rdcd IN Mortgage Office Of this
Parish "a Book 1921, Folio 800, which said
apprarcr declare that at special meet
ing OF the stockholders Of said corpora
ton held on this day. at which all OF IN"
stock holdprs were present III person or
rrpr.s.uted by prONy. certified copy OF
the minutes Of said meeting being hereto
annexed Article -Four of the charter OF
said corporation was amended by imam
mous vote as to read as follows. to-"il .
ARTICLE IV-Thc capital stock OF thl~
CORPORATION is hereby declared to be tn"
sum of two hundred thousand tN-uN"V"ol
dollars, represented by Nv" thoHNAnH
- pDO, shares of the par value of on"
hundred tSlOOOO dollars per share, Of
which ten thousand tSlo.wpVOl dollars
represents the original common rapltHi
stock heretofore issued and now "utsthhu d.
ing. and one hundred aud ninety Thousand
tSlg0 OgO on dollars shall represent the in
,rpuSr in the capital stock The Board ~
directors j, hereby authorized TO transfer
to capital as of July lst, 1870. Pr0htS ana
surulus of the corporation to the amount
of one hundred and thirty thousand
$3.50 ODOOOD dollars and TO issue therefor
aa q stock dividend as Of said date july
LIST 1920. one hundred and thirty thousand
$3.50 900 OOl dollars Of said lnCTcH~" 81 ono
hundred and ninety thousand lSl9O,OOouul
dollars, and the Board of Directors J.
hereby authorized to issue III" remaIniuS
sixty thousand (S6O.pOuVD dollars OF SAid
Increase for the acquisition by exchange "I
IN. outstanding capital stock of tn" Guli
Mill 4 Lumber Company Inc. OF NJ"
orleans. Louisiana. upon the basis of Shar"
for share. This corr ration IS hereby au-
thoriZed to CNChanE" up 10. but not "N-
reeding seventy thousand ($1O.OOOool dol
lars OF the common capital stock of this
corporation, for seventy thousand '$'p'-
900 OW dollars preferred stock Of TINS cor
poration and upon the said exchange he
ing made said common stock shall be can
,.pllcd and retired and for that purpose 10
issue seventy thousand CS1OpC.OU dollars
Of first preferred stock, subject TO the FOL
lowing terms and conditions
The seventy thousand tS1O0OOoOD dol
lars first preferred stock. each share of tn"
par value OF one hundred tSlOOOOl dollars,
shall pay eight tNr,D per cent per annum
cumulative dividend and no more, which
dividend shall accrue from July lSt' 1870.
and be payable semi-annually on January
LIST and July LIST, beginning January lSt,
1921 This dividend shall be payable with
out deduction for any present or future
tax or taxes. Federal. State or municipal
NO dividends of any kind shall be de
dends due on the first preferred stock shall
have been paid in full. and unless and un-
I'll no less than ten (lOE) per cent OF said
preferred stock shall have been retired at
par annually, after its date of issue. The
corporation shall create sinking fund for
aud shall be obligated 10 retire AT par
ten N0GcD per cent annually OF the hrNt
preferred stock, that is to say. seven
thousand S7,OOO0O) dollars of said first
preferred stock per year. together with
dividends and shall have the right at its
option in any one year TO retire at par
twenty (2OT) per cent or the hrNt pre-
ferred stock, that is. fourteen thousand
Sl4.OO0OO) dollars. but no more, except
with the consent of three-fOurths q As OF
the outstanding first preferred stock. The
stock so retired shall be cancelled and not
re-issuPd. The corporation shall have the
right TO issue in its place and stead any
second preferred or other class of stock. !
provided such issue Of stock shall be sub |
ordinate TO the rights and privileges OF the
first preferred stock. and provided no ad |
ditiOnal first preferred stock shall be Is |
sued until the aforesaid seventy thousand |
CST0.O0O!OO) dollars first preferred stock |
shall have been retired.
should the capital be increased by the
issue OF second preferred stock, said Sec |
ond preferred stock may be retired from
time TO time, provided there shall be no
default on any obligations due to the first |
preferred stock. and provided sufficient |
sinking fund or reserve shall have been |
ing installment OF the first preferred |
stock, and provided further that the re-
tirement and cancellation of said second |
preferred stock shall not reduce or i'm |
and undivided proftsD OF this corporation, |
and its subsidiaries, as existing on July |
1st, 1920.
Neither the corporation nor any of its
subsidiaries shall dispose of any OF its
property or assets owned on July LIST, 1920 |
in hnla m sngh dlSnOSl-
ton of manufactured and raw products as
is necessary and usual in the ordinary
operation of It's business, unless the con-
sent of three fourths Is 4s) of the out
standing first preferred stock shall have
been secured. No mortgage, pledge or
hypothecation. either of the stock of any
of the subsidiaries or Of any Of the i'm
movable properties owned as of July LIST,
1920 either of the parent or subsidiary cor
poration shall be made, except with the
consent of threef- ourths 49, Of the out
standing first preferred stock
should there be default in the pay
ment of any dividend of said first pre-
ferred stock. or should the corporation
default in the retirement Of said ten l0%)
per cent OF the first preferred stock in any
year, and said default continue for thirty
1907 days after written demand on this
then the voting power shall be
Invested from the common or any other
class or classes Of stock and shall immedi- I
ately become, and during such default re-
main. vested in the holders OF the first {
preferred stock exclusively. and the term
OF the directors Of the corporation then in {
Office shall Immediately cease. and the
may be filled by majority of {
the holders of the first preferred stock. !
In the event Of the liquidation, dissolu- 5
ton or winding up Of the corporation, for
whatever cause, the holders Of the first |
preferred stock shall (unless seventy five 9
(75Tc) per cent of said outstanding first |
preferred stock shall have been retired) 5
have the power to elect a number of liQui- u
datOrs equal to the number of liquidators !
elected by all the other stockholders !
Should seventy-fve 1850 per cent or |
more Of such first preferred stock have 5
ferred stock shall have the right TO elect i
one out of three liquidators. Whenever I
the first praferred stock shall have been q
paid and retired In full in principal and 4
then II shall no longer be en- ,
titled TO have any liquidator or liquidators a
and any such liQuidator or iquidators s
shall thereupon INN ediately resign. 5
I'm the event OF the liquidation, dissoIu-
ton or winding up OF the corporation, in /
whatever manner or from whatever cause.
the holders of the first preferred stock
shall be paid in full the principal and all
dividends accrued to date Of payment in
preference and priority, after which the c
entire remainder OF the assets shall be {
distributed among the holders of the com
mon stock. {
Neither the capital nor the capital {
stock OF the corporation Except the first
preferred stock shall be decreased with '
out the consent of three fourths g Ash Of
the outstanding first preferred stock.
Subject TO the above provisions the ,
In hall