The Winslow mail., 1925-01-30

corporation except for such considera-
tions as the corporation would be re-
| quired by law and by the provisions
! of these Articles to receive therefor
if such sale were an original issue.
| Upon the sale by the corporation of
any classified common stock so pur-
chased by it, the Board of Directors
may, by resolution, change the class
thereof and cause new certificates to
be issued bearing the designation Of
such new class, with the same effect
! as if the classified common stock so
sold had been originally issued in
such new class.
Article XIV.
DISSOLUTION, LIQUIDATION OR
SALE OF CORPORATION AS AN
ENTIRETY-Upon any dissolution,
liquidation, sale or other distribution
of the assets of the corporation as
whole, after the payment of the OBJ
| legations Of the corporation and the
amounts due to the first preferred
stockholders the balance of the pro-
ceeds realized upon such dissolution,
sale or liquidation, and (or) in lieu
thereof, the assets in kind, shall be
distributed as follows: All the classi-
fed common stock then issued and
outstanding, whether in the hands of
store managers or others, and ire
spective of the length of time said
store has been in existence and of its
rate of earnings, shall forthwith be
converted into unclassified common
stock and class A preferred stock, or
either, in accordance with the method
prescribed in Article XII hereof, ex-
cepting that the date forming the
basis of the terms of conversion shall
be as fixed by the Board of Directors;
thereafter the holders of class A pre-
ferred stock shall be paid the amounts
due to them as provided in Article
VIII hereof, and after such payments
to class A preferred stockholders have
been made, each stockholder of un-
classified common stock shall be en-
titled to receive his pro rata share
of the balance of such proceeds and
Corr assets in kind.
Article XIV.
ALLEGATION OF NET EARNINGS
OF THE CORPORATION NOT EARN
ED THROUGH THE OPERATION OF
THE STORES-In every case where
any portion of the income of the cor
poration is derived from any source
other than the operation of all or any
of the stores of the corporation Gas
the term operation Of the stores is
defined in these articles) including in
come derived from cash dividends
from any subsidiary corporation, such
portion of the income, in the discre-
tfon of the Board of Directors, shall
be: Cd applied to the reduction Of
the operating expenses of the corpora
ton as whole, or (2) (subject to the
rights of the first preferred stock and
class A preferred stock credited to
the book value of the unclassified and
classified common stock in the pro-
portions which the number of shares
issued and outstanding in each class
considering the unclassif1ed common
stock for this purpose as one class
of stock bear to the whole number
of shares of common stock issued and
outstanding; or any part of said por-
ton of income may be applied as
stated under either Cd or (2) above,
and the balance thereof in the other
of the said two methods.
Article XVI.
POWERS OF DIRECTORS TO DIS
POSE OF CAPITAL STOCK-Upon
/ any issue for money or other consid-
Grafton, of any stock of the corpora
ton, or upon it's purchase by the cor
poration, whether authorized by these
Articles of Incorporation, or by sub
sequent increase of capital, and
whether preferred or common stock,
no stockholder shall be entitled or
right to subscribe for purchase or re-
ceive any proportionate or other share
of the stock so to be issued; but the
Board of Directors of the corporation
may dispose Of all such stock issued
or so purchased to such party or par
ties and upon such terms generally as
it may see fit, and in the case of the
purchase of classified common stock,
may change the class thereof upon
such resale.
Article XVII.
NAME OF INCORPORATOR
names and places of residence of the
subscribers to the capital stock and
the number and shares subscribed for
bv each are as follows:
Name and Residence No. of Shares
Classified
Common
W. H. Dannat
551 East seth Street,
/ New York City.
Harvey B. Hartsock ...,..-...-20
1873 East 21st Street,
Brooklyn, N. Y.
T. L. Croteau .......-..-.--.-.........
Wilmington, Deleware.
Article XVIII.
EXISTENCE-Thi corporation is to
! have perpetual existence.
Article XIX.
! PRIVATE PROPERTY OF STOCK
| HOLEDRS NOT LIABLE FOR COR
PORATE DEBTS-The private prop
erty of the stockholders shall not be
subject to the payment of corporate
debts to any extent whatever.
Article XX.
POWERS OF BOARD OF DIREC-
TORS-In furtherance, and not in
limitation of the powers conferred by