The Ocala evening star. [volume] (Ocala, Fla.) 1895-1943, 1921-11-23

shall be paid upon the second preferred
stock or upon the common stock The
first dividend on the first preferred
stock shall be payable January 1st,
The first preferred stock shall only
be entitled to vote upon the following
| propositions and under the following
conditions. and not otherwise: GAY on
| any proposed amendment OF this char
ter; (b) on any proposed consolidation,
OF all the property and assets of this
corporation as an entirety including
its good will and corporate franchises;
| (c) on any proposed retirement of any
I'D on any proposed dissolution Of this
| corporation; and no such amendment,
consolidation, sale. lease or exchange
or retirement or dissolution shall be
authorized, made or accepted without
/ the affirmative vote of two-thirds OF
all the outstanding first preferred
ever this corporation shall fail to pay
( full dividends on the first preferred
stock and such failure shall continue
Tor one year, the first preferred stock
shall then be entitled to full equal vot-
ing power, share for share, with all
other outstanding stock, until all such
unpaid dividends shall have been paid
in full
The corporation. at it's option, may
retire in whole or in part any out
standing first preferred stock after
thirty GOD days notice mailed to the
stockholders last known address, at
| amount, as may, from time to time, be
determined by the board of directors,
at the par value thereof plus all ac-
crued dividends thereon plus a pre-
| MUM If retired prior to January LIST,
| 1927, OF one per cent. of the par value
/ thereof for each year or fraction of
year between the date Of such retire
ment and January 1st, 1927; all such
first preferred stock retired shall
forthwith be cancelled and shall then
| have the status of authorized but un-
issued first preferred stock
Payments to holders of first pre-
| ferred stock of dividends or in redemp-
ing up. shall be made free from taxes
| other than income taxes in excess of
the normal tax (now per cent? which
the corporation may, under any law of
the United States or of any state, coun-
ty, or municipality therein, legally as
sumo and pay.
| The second preferred stock, after
payment of all current and accrued
dividends on the first preferred stock
| shall then be entitled to dividends out
OF the remaining net profits or surplus
/ of the corporation at the rate of six
per cent. C per cent? per annum, and
no more, payable semi-annually on the
first days of January and July in each
year, or as otherwise determined and
declared by the board of directors, be-
fore any dividends shall be paid upon
the common stock; any second pre-
ferred stock issued between dividend
dates, and any moneys, property or
| services, received prior to the first or
any other dividend date, for which sec
ond preferred stock is issued, shall be
entitled, at the next dividend date, to
a proportionate dividend. The second
preferred stock, after payment of divi-
dends on the first preferred and
second preferred stocks, as herefnbe-
fore provided, and after payment to the
common stock of a dividend of ten per
cent. in any one year, shall also par
ticipate equally with the common stock
in any additional or increased dividend
paid the latter UP to- but not in excess
of, four per cent. additional for that
year.
In the event of liquidation and after
payment of first preferred stock as
aforesaid, the second preferred stock
shall then be entitled to payment, out
of the remaining assets Of the corpora
tion, of its full par value plus all &C
crued dividends thereon, before any
payment to the holders of common
stock. The second preferred stock
shall not receive any further share in
the profits or the assets of the corpora
ttion than as above provided. The dfvi-
dends upon the second preferred stock
poration shall fail to declare any sec
ond preferred dividend, such dividend
| shall thereafter be declared and paid
before any dividend shall be paid on
on the second preferred stock shall be
payable January 1st, 1922.
The corporation, at its option, and
| subject to the approval of two-thirds
of the outstanding first preferred stock
as hereinbefore provided, may retire
| in whole or in part any or all second
| preferred stock after thirty 900 days
| written notice mailed to the stock
| holders last known address in any
| amount and in any manner as may be
determined from time to time by the
| board of directors, at the par value
thereof plus all accrued dividends
thereon plus premium If retired prior
to January 1st, 1927, of two per cent:
| e per cent? of the par value thereof
for each year or fraction of year be-
tween the date of such retirement and
January 1st, 1927, and on the question
stock proposed to be retired shall be
voted. All second preferred stock shall
forthwith be cancelled and shall then
| nave the status of authorized but unfs-
sued second preferred stock.
Payments to holders of second pre-
ferred stock of dividends or in redemp-
ton, liquidation, dissolution or wind
ing up, shall be made free from taxes
| (other than income taxes in excess OF
the normal tax Cnow per cent? which
the corporation may, under any law OF
| the United States or of any state,
county or municipality therein, legally
assume and pay.
| Al any time prior to January 1st,
1927, any first preferred stock or sec
| ond preferred stock may, without
charge, be exchanged for an equal
amount of common stock, and THIS
privilege may De exercised UP To- Out
| not later than, the date named in any
notice by the corporation of its fnten-
ton to redeem any or all of any such
preferred stock or stocks. The corpor-
l alton shall at all times hold unissued
| in its treasury one share Of its COM
mon stock for each outstanding and
4 unredeemed share of its first and Sec
ond preferred stocks.
The private property of the stock
holders shall not be subject to the pay
ment of the corporations debts to any
| extent whatsoever. The capital STOCK
! Of this corporation, when issued as
aforesaid, shall be fully paid and nom
! assessable.
to read:
/ ARTICLE ".
l Term
This corporation shall have perpetu-
1 al existence.
read:
| ARTICLE V.