Evening journal., 1920-08-09
NOTICES

months after written notice thereof -
the corporation by or In behalf Of any
holder Of the Prior stock. then and in
tW.l euch event the registered holders
~ fIior stock shall be entitled 10 vote
III tns purpose only OF electing one
Mhlch right shall be exercised In the
manner following 10 wit.
a special lecting OF the stockholders
on .te we corporation including the regis
,'.i,ru .iisu holders Of Prior Stock shall forth
WIN ne called IN the manner author
i.ed Tor the calling Of special meeting
on stockholders. for the purpose of al
OWNS the holders Of Prior Stock 70
exercise their rirht Of electing directors
az aforesaid. In case the oficers OF the
4 ''rpprauon shall not call such special
netuhf OF the stockholders. said meet
lns may ne called by the registered hold
ere or hVe per cent. % per cent? In
amount Of the Prior stock then out
Standing AZ the date Of such meeting
or any adjournment thereof when the
same shall actually be convened with
/ quorum present. the Offices on ali the
directors OF the corporation who shall
then be In ofiicc shall thereupon become
! Ns'sint, ana the election Of a new board
| or directors shall be held at such meet
ing. AZ such election and at any sub
/ acqufnt election Of directors the holders
Of Prior stock shall be entitled 10 nom
/ mate and elect onc-third Of the directors
of the corporation by their exclusive
! votes, and the holders Of the Common
stock shall be entitled 10 nominate and
elect the other two thirds Of the direc-
I tors. The directors elected by holders
of the Prior Stock shall. however, con-
tinue In ONCE only 40 long as tn, de-
fault or defaults which gave rise 20 their
election shall continue, and thereafter
the Offices Of such directors or Of such
OF them az may then be In Office shall
forthwith become vacant. and such va
cancies may be hlied in the regular man
laws
Except ne the right 70 vote l. above
expressly granted 20 the holders Of Prior
stock. the entire and exclusive voting
power Of the stock OF the corporation
u reserved 10 and conferred upon the
Common stock, and the acquisition or
acceptance Of any of the Prior Stock
shall be deemed % be a waiver Of all
{ right whatsoever Of such owner or holder
Of any Of said stock 10 vote at any
meeting of the corporation, OF 10 partici-
pate IN the management or conduct Of
| Its affairs, except as above expressly
; granted. whether such right except for
such waiver might exist by statute or
otherwise.
: 30 AZ the end Of each fiscal year the
corporation shall cause a full audit Of
! ita accounts 90 be mad by reputable
public accountants In good standing.
which audit and all Of the books, and
records Of the corporation shall az all
B reasonable times be open 20 the inspec-
y tion of any holder of Prior Stock uf
the corporation or his duly authorized
y agent
2 fN No holder Of Prior stock shall
= be entitled 20 subscribe purchase or re-
7 ccive as matter N right because or his
" | ownership of Prior Stock In this cor
I iionai issue OF Preferred or Common
!. Stock, or any issue Of notes, bonds or
y debcntures convertible into any stock Of
b W So long as any Of the Prior stock
Il n outstanding the corporation shall not
n sell or transfer its property as an en-
o tlrcty.
70 ml Except as above expressly au-
g thorised. the corporation shall not. sc
e long as any Prior Stock is outstanding
amend its certificate Of Incorporation OF
q bylaws In any way chanr.nc the rights
b or privileges OF the holders OF the Prioi
be- stock or the provisions OF restriction
. herein contained for their benent or pro
= tection.
That at said stockholders meeting n,
vote Of said stockholders b. ballot n
n person or by proxy was duly takci
~ for and against the said proposed amend
li mcnt. that said vote was conducted .,
J. the subscribers hereto, as Judges ap
]. pointed as aforesaid for that purpose
lr that ns said Judges we decided upol
~ the qualifications Of y kholders vot
ing at said meeting for and agains
90 the said proposed amendment and, whel
ly said vote was completed, counted an
ascertnined the number Of shares vote
or respectively. for and against the propose
pm amendment and declared that tne PEI
III majority of the issued stock of sal
r- corporation. had voted for the said pro
90 posed amendment. that the number q
re Shares Of stock issued and outstandiu
were Three Hundred Twelve Thousan
ed One Hundred Ninety eight (alz4o'
80 shares OF Common Stock, being all
nt the Common Stock issued and outstan'
ck ing. there being but one class OF stos
nr issued and outstanding. 20 wit, Commo
ic. stock none Of the Preferred stock, a
nd though authorized by the Ceruncate
,aa Incorporation. is issued and outstAnalnL
he tbat Three Hundred Twelve Thousar
ls. one Hundred Ninety-eirht tslZ.ls'
Ter shares OF said Common stock. being I
ty N the capital stock OF said company y
IA sued and outstanding. were Noasu !,
ed the said proposed amendment ana II
ch shares Of stock were voted against u
IA same. - =,
~ the foregoing certificate In duplicate ~
'i, eubscrihed our names hereto this -
a. day OF July. ll20. - ,,-.r,r