Evening journal., 1922-02-24
NOTICES.

alton. shall be closed at a day and
hour TO be determined by resolution
OF the board.
THE holders Of such preferred
stock shall be entitled to receive.
from surplus or net profits arising
from the business OF the corpora
ton, fixed yearly dividend OF
seven per cent. per annum, payable
sent-annually on dates to be fixed
from time TO time, by the bylaws,
before any dividend shall be set
apart or paid upon the common
stock. Should the surplus or net
profits arising from the business
OF the company prior TO any divi-
dend date. be insufficient to pay the
dividend upon the preferred stock,
such dividend shall be payable from
future profits and no dividend shall be
payable at any time upon the COM
mon stock, until the fun amount OF
seven per cent. per annum, up to
the last dividend paying date upon
all preferred stock. shall have been
paid or set apart. The holders of
preferred stock shall be entitled to
no dividends beyond the seven per
cent. aforesaid.
Holders OF preferred stock shall,
In case OF the liquidation, dissolu-
tion or winding up Of the company,
ana upon surrender for cancella-
tion Of their certificates therefor,
be entitled to be paid In full, the
principal Of their shares and accrued
and unpaid dividends (but no more)
before any amount shall be paid to
the holders OF the common stock.
"All or any shares Of the preferred
stock SHALL at the option Of the
board OF directors, be subject to re-
dempton on any dividend-payng
date, after date OF Issuance. at a
price OF SllO per share, plus divi-
dends accrued and unpaid thereon,
upon such notice as may be deter
mined by the board Of directors
which notice may be given either by
publication or by letter, as the byJ
laws may prescribe.
THE common stock shall be enti-
tied 70 receive all dividends de-
clared out of the surplus or net
earnings Of the company over and
above those payable to the holders
OF preferred stock; upon the dsso-
luton. liquidation or winding up OF
the company, holders OF common
stock shall share ratably in all the
assets of the company over and
above those distrlbutable to hold
ers Of preferred stock.
The common stock, without nom
inal or par value, may be issued
by the corporation from time to
time, for such consideration as may
be fixed from time TO time, by the
board OF directors thereof"
ana declaring said amendments advis
holders Of said corporation for consld
GRAFTON thereof
SECOND-That thereafter, pursuan
TO the aforesaid resolution Of its boar
OF directors. a special meeting Of tn
stockholders OF said Stradivara PhOno
graph Company was duly called an'
held In accordance with law and tn
bylaws OF said corporation, at tn
office OF the company. in the city o
Portland, state OF Oregon, on the SOtl
day Of December, 1921, at 10 o'clock fl
the forenoon. which meeting, Their
being not sufficient present, by resolu
ton duly made, seconded and carried
duly adjourned, TO convene again at tn
same place, at o'clock in the after
noon, on Saturday, the 2Sth day o
January. 1922.
THIRD.-That thereafter. pursuant Z
the adjournment taken at the specla
meeting OF stockholders. held on De
cember 30. 1921. an adjourned meetinl
Of the stockholders of said Stradivarl
Phonograph Company, was duly held II
OF the corporation, at the office OF tn
company. In the city OF Portland. Stat
OF Oregon. on the 2sth day of January
1922. at 2 o'clock in the afternoon, a
which meeting. holders Of more thai
two thirds Of the subscribed and out
standing preferred stock. Class A com
mon stock and Glass b common stool
OF said corporation. taken by classes o
stock, were present In person or b.
proxy. that at said meeting a vote o
the stockholders. by ballot, in person o
by proxy, for and against said propose
upon each OF said amendments, wa
conducted by Anna Blanchheld and vs.
o. Sims, appointed for that purpose b
said meeting. and that al said meeting
by vote conducted as aforesaid, sal
amendments were each adopted Tn
persons or bodies corporate holdin
more than two thirds OF the Issued an
outstanding preferred stock, Class
common stock and Glass b commo
stock OF said corporation, each votin
amendments, to-wit. $3.50 shares q
the preferred stock out OF the tota
issue OF 1925 shares thereof; 1926
shares OF the Glass A common stock on
Of the total issue Of apps shares there
Of and 5000 shares Of the Class
common stock. out Of the total issue Q
1000 shares thereof, we're voted for sal
proposed amendments, while no share
Of preferred stock. no shares OF Clas
A common stock. and no shares OF Clas
3 common stock were VtOed against IN
same, all as appears by the duplicat
certificates made by said judges, on
OF which Is hereto attached, marke
'sFxhibit A" and made "a part hereof
FOURTH.-All the debts OF said com
many. which are not otherwise fully 80
cured. have been paid and discharged
IN WITNESS WHEREOF, Said Stra
divara Photograph Company ma
caused its corporate seal TO be heret
affxed and this certificate 10 be slgne
bv r. A. Douty, its president, T.
Hopkins. its secretary, and a matorit
OF its board Of directors. this 3lst da
OF January, A. d. 1922.
r. A. DOUTY President.
T. F. HOPKINS, Secretary.
T.. A. DOUTY,
G. r. MARTIN,
S. J.. EDDY,
NJ. NJ. MATTHIESSEN
Directors.
sTRADIVARA PHONOGRAPH
COMPANY,
CORPORATE SEAL, 1920.
DELAWARE.