Evening journal., 1922-04-24
UNITED STATES HOFFMAN MA
New York seal)

UNITED STATES HOFFMAN MA
CHINERY CORPORATION.
TO JUDGES CERTIFICATE.
Secretary Of UNITED STATES HOFF-
MAN MACHINERY CORPORATIONS:
WE the undersigned. Albert K New
man and Sidney S Lesser, DO HERE
BY CERTIFY. that at special meet
ing OF the stockholders Of said United
states Hoffman Machinery Corporation.
held on the 18th day Of April. 1922. at
10 90 o'clock in the forenoon Of said
day. to consider the resolutions duly
adopted by the board OF directors Of
said corporation, at meeting OF said
board. duly held and convened, pro-
posing and declaring advisable the
amendments OF the certificate Of in
corporation OF said corporation for the
purpose Of decreasing the authorized
capital stock of the corporation TO $50, -
900 shares all OF which shall consist
OF common stock without any nominal
or par value. as hereinafter set forth,
we were appointed by said meeting OF
stockholders judges. for the purpose Of
! conducting a vote OF the stockholders
taken at said meeting for and against
said amendment; that said proposed
amendment was as follows
That the certificate OF Incorporation
/ shall be amended by reducing and de-
creasing the authorized capital stock
/ to l5O 600 shares. all of which shall con %
| slst Of common stock without any nom
| inal or par value. and such reduction
and decrease shall be accomplished by
purchasing for retirement, at not above
| par, TO wit: At the price OF $40 per
share, on or before April 20. 1922
z. 500 shares of the Ten Per Cent.
| Cumulative Preferred stock and all
accrued and accumulated dividends
! thereon, such purchase to be made and
payment TO be made for and In cash as
and when said preferred stock shall be
presented by the holders thereof, for
] o1rrphaea and retirement
That the number Of shares OF stock
/ OF said corporation issued and out
standing. entitled to vote, Is 1l2,50O
/ o 500 shares thereof, being preferred
stock and 100 600 shares common stock
That at said stockholders meeting q
vote Of stockholders by ballot, In per-
/ son or by proxy. was duly taken fol
and against the said proposed amend
ment; that said vote was conducted
] by the subscribers as judges appointed
as aforesaid for that purpose; that as
| said judges, we decided upon thu
qualification Of the voters at said meet
ing, and accepted their votes for and
against the said proposed amendment
and when said vote was completed
did count and ascertain the number o
shares voted respectively for anC
against the said proposed amendment
and did find and declare that the per
sons OF bodies corporate holding NOR
than two thirds of the issued and out
standing capital stock OF said corpora
, tion. and more than two-thlrds OF tn
issued and Outstanding capital stock o
said corporation Of each class. pre-
ferred and common, voted for sait
amendment. TO wit 1l2.500 shares o
the capital stock OF the corporation
: (Which included ! Q 800 shares OF pre-
ferred stock and 100 900 shares OF com
mon stock) were voted for said pro
posed amendment tthe said 1850
shares OF preferred stock being NOR
, than two-thirds Of the lssued ard out
= standing preferred stock Of the cor
poration. to-wt: All Of the preferre
stock. and said l00 900 shares OF com
mon stock, being more than two-third
! OF the issued and outstanding common
. stock Of the corporation. to-wit: A
= OF the common stock and no share
. OF either class were voted against sal
= amendment.
~ WITNESS WHEREOF, we hav
made out the foregoing certificate &
duplicate and subscribed our name
! hereto, this 18th day Of April, 1922.
ALBERT X. NEWMAN,
SIDNEY S. LESSER.
Judges