The Coconino sun., 1925-01-16

/ the assets of said store to nev
lstore about to be opened and in sucl
event the classified common stock
! holders of the discontinued store shal
surrender their certificates of stool
in the class of stock issued for sait
discontinued store, daily endorsed il
blank, and shall receive in exchang,
therefor certificates Of the same pa,
value of the class of stock issued fol
the opening, maintenance and opera
ton of the new store; or (B ma,
cause the assets of said store to bt
sold at the best prices obtainable a
such times and places, in such man
Iner and upon such notice as it shal
deem best and shall pay and discharge
all debts and obligations Of said stor,
and all expenses CT closing out sal,
store, out of the proceeds of said sale
or sales or other funds Of said store
as soon thereafter as the amount oJ
the corporations surplus assets shaI
be such that it may lawfully do so
the corporation shall purchase tht
said class of stock, from the hoIdert
OF the class of classified common
stock issued for said store so discom
tinued, by payment to the holders
thereof of sum equivalent to such
proportion Of the net amount realized
upon the sale or other disposition OF
the assets Of such store, and Of all
other funds remaining after discharge
OF its obligations, as the par value o.
capital stock of said class owned by
said classified common stockholders
bears to the total store capital 0.
said store; and said classified common
stockholders shall surrender their Ger
tific2tes of stock to the coPporation
duly endorsed III blank for transfer
~ No classified common stock OF
the corporation purchased by it in &C
cordance with the provisions of this
Article shall thereafter be sold by the
corporation except for such considera
tons ae 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 purchased
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
Upon any dissolution, liquidation,
sale or other distribution of the as
sets of the corporation as whole,
after the payment of the obligations
Of the corporation and the amounts
due to the first preferred stock
holders the balance of the proceeds
realized upon such dissolution, sale OF
(and) (or) in lieu thereof,
the assets in kind, shall be distributed
as follows: All the classified common
stock then issued and outstanding
whether in the hands of store mana
gers or others, and irrespective of the
length of time said store has been in
existence and of it's rate of earnings
shall forthwith be converted into un-
classified common stock and class A
preferred stock, or either, in accord
lnce with the method prescribed in
Article XII hereof, excepting that the
late forming the basis of the terms
IF conversion shall be as fixed by the
Board of Directors; thereafter the
holders of class A preferred stock
shall be paid the amounts due to them
Is provided in Article VIII hereof, and
after such payments to class A pre-
ferred stockholders have been made,
each Stockholder of unclassified COM
non stock shall be entitled to receive
lis pro rata share of the balance of
such proceeds (and) (or) assets III
lind.
Article XIV
ALLEGATION OF NET EARN
NGS OF THE CORPORATION NOT
EARNED THROUGH THE OPERA
FION OF THE STORES:
In every case where any portion of
he income of the corporation is de-
'ived from any source other than the
operation of all or any Of the stores
# the corporation Gas the term
operation of the stores" is defined in
hese articles) including income de
lived from cash dividends from any
corporation, such por5lon
If the income, in the discretion of
he board of directors, shall be: (1)
applied to the reduction of the operat-
ng expenses &C the corporation as
whole, or (2) (subject to the rights
# the first preferred stock and class
4 preferred stoek) credited to the
,ook value of the unclassified and
classified common stock in the pro
portions which the number Of shares
ssued and outstanding in eacn class
considering the unclassified ccmmoh
tock for this purpose as one class Of
tock) bear to the whole number Of
hates of common stock issued and
or any part of said por-
ion of income may be applied as
stated under either (1) or (2) above,
md the balance thereof in the other
# the said two methods.
Article XVI
POWERS OF DIRECTORS TO
DISPOSE OF CAPITAL STOCK:
Upon any issue for money, or othet
of any stock of the cor
or upon its purchase by the
whether authorized by
hese Articles of Incorporation. or by
increase of capital, and
whether preferred or common stock,
10 stakeholder shall be entitled of