The Ocala evening star. [volume] (Ocala, Fla.) 1895-1943, 1921-11-02

ipating stock:
eb.) Three Thousand shares OF
SECOND Preferred SIX per cent
etlliA.ll at5ye eonvertible partieipat-
tc-) Ten Thousand shares Of
Common stock
The first preferred stock shall be en-
titled 40 dividends out Of the net pro-
fits or surplus OF the corporation at the
rate OF eight 90 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
before any dividends shall be paid ON
the second preferred stock or ON the
common stock any first preferred
stock issued between dividend dates.
and any moneys or property received
date for which first preferred stock is
70 be issued. shall be entitled at the
next dividend cate to a proportiOnate
dividend; and in the event OF lquida-
ton. the first preferred stock shall be
entitled TO payment out OF the assets
of the corporation at its fun par value
plus all accrued dividends before any
payment shall be made TO the holders
OF the second preferred stock OF Of the
common stock. The first preferred
stock shall not receive any further
share in the prOnts OF the assets OF the
corporation than as above provided
The dividends upon the first preferred
stock shall be cumulative. so that II
the corporation shall fail to declare
1 ana pay any HfSL pTEIEITEN GINtueifGs
such dividend shall thereafter be de-
clared and paid before any dividends
shall DE paid upon the second preferred
stock or upon the common stock The
I first dividend on the first preferred
stock shall be payable January 1st,
| 1922.
5! The first preferred stock shall only
/ be entitled 10 vote upon the following
propositions and under the following
| conditions. and not otherwise. ta9 on
any proposed amendment of this char
ter; (bl on any. proposed consolidation,
Tor any proposed sale, lease or exchange
Of all the property and assets of this
corporation as an entirety intluding
its good win and corporate franchises,
(c) on any proposed retirement of any
outstanding second preferred stock;
/ fdl 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
| stock in favor thereof: and (e) when
ever this corporation shall fail TO pay
/ full dividends on the first preferred
stock and such failure shall continue
i for one year, the first preferred stock
shall then be entitled TO fun 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 its option. may
retire in whole or in part any out
standing first preferred stock after
/ thirty 9SO) days notice mailed to the
stockholders last known address, at
any time and In any manner and in any
amount. : may. from time to time. be
| determined by the board of directors
at the par value thereof plus all ac-
icrued dividends thereon plus pre-
MUM if retired prior to January list,
1927. of one per cent of the par value
thereof for each year or fraction OF a.
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 redenp-
i ton. liquidation dissolution or wind
ing up, shall be made free from taxes
J tother than income taxes in excess of
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
or the corporation at the rate Of six
per cent. IS per cent? per aunum. 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-
kferred stock issued between dividend
Idates. and any moneys, property OF
services. received prior to the first or
any ether 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 heFeinbe-
fore provided. and after payment to the
common stock or dividend OF ten per
cent in ars 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
4 aforesaid, the second preferred stock
shall then be entitled to payment, out
of the remaining assets of the corpora
ton. of its full par value plus all ac-
, icrued dividends thereon. before any
, payment to the holders of common
stock. The second preferred stock
shall not receive any further share In
! the profits OF the assets Of the corpora
, ton than as above provided The divi-
deHds upon the second preferred stock
shall be cumulative, so that If the cor
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 lst, 1922.
n The corporation. at its option. and
subject to the approval Of two-thirds
Of the outstanding first preferred stock
, as hereinbefore provided!s may retire
? in whole or in part any or all second
: fpTeferred stock after thirty f30) days
written notice mailed TO the stock
, amount and In any manner as may be
, determined from time 10 time by the
board Of directors, at the par value
T whereof plus all accrued dividends
thereon plus a premium If retired prior
: to January LIST. 1927, of two per cent.
q per cent? OF the par value thereof
: for each year or fraction Of a year be-
: tween the date of such retirement and
: January 1st, 1927, and on the question
of such retirement no second preferred
stock proposed 10 be retired shall be
voted All second preferred stock shall
forthwith be cancelled and shall then
J have the status Of authorized but unis-
: sued second preferred stock
Payments 10 holders OF second pre-
. ferred stock Of dividends or Ia redemp-
J tioa. liquidation, dissolution or wind
ing up. shall be made free from taxes
> (other than income taxes IN excess Of
the normal tax fnow per cent? which
the corporation may, under any law or
} the United states or OF any state,
: county or municipality therein, legally
assume and pay.
At any time prior TO January 1st.
1927. any first preferred stock or sec
Ond preferred stock may without
charge. be exchanged for an equal
-.