The Winslow mail., 1925-01-02

said capital or pay said debts in the
discretion of the Board of Directors.
In all cases where the Board of Di-
Irectors is unable to collect from any
classified common stockholder or
stockholders, in such losing or in
debted store, in and by the method
prescribed i'll this paragraph (3), such
proportion Of the amount necessary.
! to restore to par the store capital of
said store, or to pay the debts and
obligations Of such store, as the par
value Of his or their shares in such
store bears to the total store capi-
tai, then the portion of his or their
share of such assessment which the
Board of Directors is unable to coll
lect, shall be pro-rated among all
the remaining classified common stock
holders in such store and the general
funds of the corporation representing
the book value behind the class A
preferred stock and the unclassifed
common stock, in accordance with
their respective investments of store
capital in such store, and the amount
of assessment on the classified COM
mon stock Of such remaining classi-
fed common stockholders in such
store shall be limited to such pro-
rated amount.
Such assessment shall be paid to
the corporation by each classified
common stockholder upon whose stock
it is levied, within thirty days after
written notice is mailed to him at his
last known post office address. When
any classified common stockholder
fails to pay any assessment at the
time such payment is due the Direc-
tors may sell, by the same method
as is set forth in Article VII of these
Articles, so much of the classified
common stock of said stockholder as
will pay all assessments then due
from him with interest and all Incl
dental expenses, and shall transfer
the shares SO sold to the purchaser
thereof who shall be entitled to a
certificate therefor, with the same
force and effect as though the certi-
ficate of the defaulting stockholder
had been delivered and cancelled, and
the defaulting stockholder shall have
no further rights in said stock so sold,
except that upon surrender of his GER
tificates Of classified common stock
so sold as aforesaid, duly endorsed for
transfer, he shall be entitled to be
paid any amount received by the COR
poration on said sale in excess of his
| liability under the special assessment
levied plus the interest, cost and ex-
| penses of selling said stock.
(4) The Board of Directors may
cause to be accumulated all or any
part of the portion of the net earn
| ings of any store with which the
classified common stockholders are
entitled to be credited as above set
forth in paragraph (2) of this Article,
for use in furtherance of the busi-
ness of the corporation, and may con-
vert all or any part of said net earn
ings into capital and declare and dis
tribute stock dividends of classified
common stock of the same or any
other class, to the holders of the
classified common stock of the store
whose earnings are SO converted,
ratably according to their holdings of
stock in said class.
Article VII.
RESTRICTIONS ON SALE AND
OWNERSHIP OF CLASSIFIED COM
MON STOCK-O The subscriptions
for and ownership of all classified
common stock in this corporation are
made and taken upon the condition
that the purchaser, owner or holder
! thereof, desiring to sell the same,
shall first deliver the same to the
Board of Directors for sale, which
Board of Directors shall fix the price
to be paid for said stock by comput-
| ing as OF the last day of the calen-
dar mont in w Iich the holder delivers
his stock, the value of said stock,
which valuation shall be the book
value of said shares of stock as es-
tablished by the accounting methods
employed by said corporation at the
time said delivery is made; good will
or other items not regularly listed on
or liabilities shall not be taken into
consideration in fixing such value.
AS soon as the price of said stock
has been fixed, and the stockholder
as been notified of such fact, the
| Board of Directors shall forthwith
offer the same for sale at said price
to the stockholders holding the class
of classified common stock offered for
sale, who shall have thirty (30) days
| time in which to exercise their right
| to purchase the same at said price, un-
less they waive such rig to purchase
by notice in writing to the Board of
Directors, and if two or more eXer-
else their right to purchase the same
at said price, then the Board of Di
rectors shall, unless otherwise agreed
upon by said bidders, divide the same
between them in the same proportion
as each of thier individual holdings
of classified common stock in the
store, the classified common stock Of
whic is being offered for sale, bears
to their aggregate holdings of classi-
fed common stock in such store.
In case of their neglect or refusal
! to purchase the same at such price,
then, and in that case the Board of
Directors shall have the right within
the thirty days next succeeding, but
not later than ninety days after de-
| 1iuorx nf tho ctOalZ- n If for CaIp off Ipr