The Ely miner. [volume] (Ely, Minn.) 1895-1986, 1925-06-26

1885, 000), of preferred stock, or SO
much thereof as 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 diyi-
dends shall be paid upon the said
common stock, and such dividen is
shall be cumulative so that any de-
ficiency in the dividends To 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, dividend in excess of seven
per cent. so to be paid annually,
then and in any such event the pre-
ferred stockholders, after receiving
such preference dividend, shall be
entitled to share equally with the
holders of the common stock as to
any dividend over and above sucn
preference dividend. And on the
final liquidation of this corporation
and the distribution of its ASSETS all
arrears of dividends shall be paid 20
the holders of such preferred stock
and the shares of preferred stock
shall be paid in full before any pay
ment shall be made to the holders
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 additional
payments whatever. The amount.
of such preferred stock shall not be
changed or altered by any increase
or reduction in the capital stock of
said corporation without the con-
sent in writing of the holders of a
majority thereof. The holders Of
the common stock shall have the
management and control of this
corporation so long as the business
of said corporation is able to pay
from its earnings the said prefer
ence dividends on such preferred
stock, and during such time the
holders of such preferred stock shall
have no voting power. But in case
such dividends on such preferred
stock shall not be earned and paid
for period of two years, then and
in that event the holders of prefer
red stock shall have the same voting
power in the elections and in the
management and control of said cor
poration as the common stockhold-
ers, such power to continue only
until such arrears in dividends are
made good. The corporation re-
serves the right to redeem and re-
tire at any time it's said preferred
stock at par in cash upon the pay
ment of all dividends to which such
stock shall be entitled, if such re-
demption shall be authorized by law.
Article IL. Stockholders entitled
to vote may vote in person or by
proxy. All persons holding in Il
fiduciary capacity stock carrying
the voting privilege shall be entitled
to vote the shares so held by them.
All persons whose voting stock has
been pledged shall be entitled to
vote the same, unless the transfer
of the stock on the books of the
corporation shall show that the
Pledge is entitled to vote the same,
and in all such cases the Pledge
only shall have the right to vote
such stock.
Article IS. This corporation
shall have and hold a lien on all
stock subscribed to secure the pay
ment of such subscriptions, and no
sale or transfer of stock or shares
shall avoid such lien; and as
against this corporation, no sale or
transfer of stock shall be valid and
convey title to the shares unless
entered upon the books of the cor
poration as required by the by
laws.
Article Ia. The greatest amount
of indebtedness to which this cor
poration may at any time subject
itself shall not exceed an amount
equal to two-thirds of the capital
stock actually subscribed, and in no
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