The Coconino sun., 1925-01-30

accumulated dividends to the date of
payment, although not earned or de-
clared, before any payments are made
to the holders of the unclassified
common stock; and the holder of the
class A preferred stock shall be en-
titled to no further payment
I'd II the proportion of the earn.
|ings of the corporation out of which
any class A preferred stock dividend
lis payable for any half year shall be
insufficient to pay the dividend for
that half year on class A preferred
stock, such dividend may be paid out
Iof earned surplus, subject, however, to
the rights of the holders of the first
preferred stock and providing that
such surplus does not consist in any
part of the portion of the surplus with
which classified common stockholders
are entitled to be credited as provid-
ed IN Article vi, paragraph (2).
a. Glass A preferred stock shall
have no voting power except as spe-
cificalI4 provided by law.
~ Subject to the provisions of
law class A preferred stock shall be
issued at such prices and for such con-
.SluCl dLlOil, az ouCA Cf1lCo anu III SuSll
manner, and in such amounts as the
Board Of Directors shall determine.
Article TX
UNCLAS SSIFIED COMMON
STOCK:
"a The unclassified common stock
shall not be assessable for any pur-
pose.
The holders of the unclassified COM
mon stock of this corporation shall be
entitled (subject to the rights of the
holders of first preferred stock, clas-
sified common stock and class A pre-
ferred stock, as set forth in these
Articles) to receive all dividends,
whether stock or cash, declared and
distributed out of the profits earned
by the corporation.
(2) At the end of any year when
the net earnings of the corporation
equal 1870 or more upon the book
value Exclusive of current years
earnings) of the unclassified common
stock (after deduction from such net
earnings of the dividends payable upon
the first preferred stock, the class A
preferred stock, and the proportion Of
the net earnings with which the classi-
fled common stockholders are entitled
to be credited) the unclassified COM
mon stockholders shall be entitled to
receive and the Board of Directors Of
the corporation must declare and dis
tribute, dividend in cash equal to
at least 7ec Of the book value of such
common stock, and when
such net earnings equal 20lo or more,
the unclasSified common stockholders
shall be entitled to receive, and the
Board of Directors of the corporation
must declare and distribute, a divi-
dend in cash equal to at least 1870 of
common stock These provNions in
no way constitute a restriction upon
the maximum rate of dividends which
may be declared and paid upon the
unclassified common stock.
Provided, however, that the capital
of the corporation has not been inn
paired by previous losses making it
necessary to restore the same before
the declaration and distribution of
either of such dividends, and further
provided that the declaration and dis
tribution OF. either of such dividends
does not in any way conflict with the
provisions of Articles V and VIII
pertaining to first preferred stock and
class A preferred stock
| (3) Said unclassified common
stock, without nominal 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 therefor.
a. Subject to the provisions of
paragraph (2) of this Article, the
Board of Directors may cause to be
accumulated all or any part of that
portion of the net earnings accruing
to the benefit of the unclassified COM
mon stockholders for use in further
ance of the business of the corpora
tion, and may declare and distribute
stock dividends of unclassified COM /
mon stock converting all or any part |
of said earnings into capital.
Article X
RESTRICTIONS ON THE SALE
Of UNCLASSIFIED COMMON
STOCK:
The subscriptions for and ownership
If all unclassified common stock in |
his corporation are made and taken |
1pon the condition that the purchaser,
1wner or holder thereof desiring to
sell the same, shall first deliver the |
same to the Board of Directors for /
sale, who shall fix the price to be
paid to said stockholder for said stock /
" computing the value of said stock
~ the following method, ID it shall I
ascertain the book value of said stock /
is. Of the last day of the calendar
month in which the stockholder de-
ivers his stock, as established by the
accounting methods employed by said
at the time delivery is
made, (2) it shall ascertain the good
viii value Of said stock by the method
hen in use by the corporation as set
orth in its bylaws or by resolution
# the stockholders or Board Of Di-
ectors. The total of the book value
f the stock and one-kalf its good will
alue as ascertained (if any shall be
he price to be paid to the stock
Older.
As soon as the price of said stock
as been fixed, and the stakeholder
as been notified of such fact the
acting through it's Board