The Ely miner. [volume] (Ely, Minn.) 1895-1986, 1925-07-03

duties.
Article IL. The amount Of the
capital stock of this corporation
shall be one hundred thousand dol
lars ($100,000), which shall be paid
in in money or property, or both, In
such manner, at such times, and in
such amounts as the Board of Dr.
rectors shall order. Such capital
stock shall be divided into common
and preferred stock. Of the COM
mon stock there shall be fifteen
thousand shares, of the par value of
one dollar each. Of the preferred
stock there shall be one thousand
seven hundred shares of the par
value of fifty dollars each. The
said eighty-five thousand dollars
($85, 00O), of preferred stock, or SO
much thereof aus may have been
issued, shall be entitled to receive
dividends at the rate of seven per
cent. per annum, payable annually
on the first Monday in January CT
each year, out of the earnings of
said corporation before any divi-
dends shall be paid upon the said
common stock, and such dividen is
shall be cumulative so that any de-
ficiency in the dividends lc be paid
on said preferred stock in any year
shall be made good out of the earn.
ings of subsequent years before any
dividends shall be paid upon the
said common stock. And in case
| the earnings of the corporation shall
permit, a dividend in excess Of sever
per cent. so to be paid annually
then and in any such event the pre-
ferred stockholders, after receiving
such preference dividend, shall bt
entitled to share equally with thu
| holders of the common stock as tt
| any dividend over and above sucf
preference dividend. And on ths
final liquidation of this corporation
and the distribution of its assets al
arrears of dividends shall be paid e
the holders of such preferred stOcl
and the shares of preferred stocl
shall be paid in full before any pay
ment shall be made to the holder:
of the common stock; but when such
| arrears of dividends and the face
value of such preferred stock shall
have been paid, the holders thereof
| shall receive no other or additions
payments whatever. The amount
of such preferred stock shall not bt
changed or altered by any increase
| or reduction in the capital stock Of
laid corporation without the con
sent in writing of the holders of /;
majority thereof. The holders o:
the common stock shall have tn,
management and control Of thi
corporation so long as the bushes
of said corporation is able to pa,
from its earnings the said prefer
ence dividends on such preferret
stock, and during such time tn
holders of such preferred stock shal
have no voting power. But in cas-
such dividends on such preferre,
stock shall not be earned and pal,
for period of two years, then an,
in that event the holders of prefer
red stock shall have the same votini
power in the elections and in tn
management and control of said cor
poration as the common stockhold
ers, such power to continue onl
until such arrears in dividends ar
made good. The corporation re
serves the right to redeem and re
tire at any time its said preferre,
stock at par in cash upon the pay
ment of all dividends to which sucl
stock shall be entitled, if such re
demption shall be authorized by law
Article IL. Stockholders entitled
to vote may vote in person or b.
proxy. All persons holding in
fiduciary capacity stock carryin:
the voting privilege shall be entitled
to vote the shares so held by them
All persons whose voting stock ha
been pledged shall be entitled tt
vote the same, unless the transfe,
of the stock on the books of thu
corporation shall show that tn,
Pledge is entitled to vote the same
and in all such cases the pledge
only shall have the right to vot,
such stock.
Article Is. This corporation
shall have and hold lien on al
stock subscribed to secure the pay
ment of such subscriptions, and n,
sale or transfer of stock or share
shall avoid such lien; and a
against this corporation, no sale O
transfer Of stock shall be valid an,
convey title to the shares unles
entered upon the books Of the cor
poration as required by the by
laws.
Article IA. The greatest amour
of indebtedness to which this cor
poration may at any time subjec
itself shall not exceed an amount
equal to two-thirds of the capita
stock actually subscribed, and in nt
case shall the aggregate amount Of
such indebtedness exceed Sixty
Thousand and no-100 dollars.
Article Is. These articles of in
corporation may be changed, alter.
ed or amended at any authorized
meeting Of the stockholders by a
vote of the stockholders represent
ing a majority of the common
stock.
IN WITNESS WHEREOF we
have hereunto subscribed our name
this twenty-third day of May, 1925.
B. w. BUSHMAN,
FRED WINBERG,
MARY B. PETERSON.
In presence of
HAROLD JOHNSTON,