The Coconino sun., 1926-01-29

business, purposes, objects and pow
kers provided the same be not incon-
sistent with the laws under which this
corporation is organized, and to have
and to exercise all the powers con-
ferred by the laws of the State OF
Delaware upon corporations formed
under the act hereinbefore referred to
and the acts amendatory thereof and
supplemental thereto, the enumeration
of such powers and purposes as are
hereinbefofe set forth being in fur
therance and not in limitation of the
powers given and authorized by the
laws of the State of Delaware.
To do all the acts, and exercise,
carry on and carry out all the powers,
business, objects and purposes herein
Eset forth in each and all Of the States,
Territories, Dependencies and Posses
sions Of the United States of Ameri-
/ ca, in the District of Columbia, and in
all foreign countries and places, and
to do any and all things herein set
forth as powers, business, objects and
purposes to the same extent and as
fully as natural person might or
could do, and in any part Of the
world, as principals, agents, coiltrac-
tors or otherwise.
4. The total number of shares of
stock and the classes hereof autheriz-
ed to be issued by this corporation
shall be as follows:
The total number of shares of COM
mon stock authorized to be issued by
this corporation is Twelve thousand
(12,000) shares, all of which said
common stock shall be without any
nominal or par value.
Said common stock without any
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 thereof.
The total authorized preferred
capital stock of this corporation shall
be One Million (S1,000,000) Dollars
divided into Ten Thousand 100000
shares of the par value of One Hun
dred (S100) Dollars per share.
The preferred stock shall have no
voting power but the voting power of
the corporation shall be exclusively
in the common stock.
At all elections Of directors each
holder of common stock shall be en-
titled to as many votes as shall equal
the number of his shares Of said COM
mon stock multiplied by the number
of directors to be elected, and he may
cast all of such votes for a single
director or may distribute them
among the number to be voted for, or
any two or more of them as he may
see fit.
The holders of the preferred stock
shall be entitled to receive, when and
as declared by the Board of Directors,
from the surplus or net profits of the
company, yearly dividends at the rate
of seven (7ec) per centum and no
more The dividends on the preferred
stock shall be cumulative from date
Of original issue of the respective
shares thereof and shall be payable
before any dividend on the common
stock shall be paid or set apart so
that at no time shall any dividend be
declared, set aside for or paid on the
common stock, unless at such time
dividends upon the preferred stock at
the rate of (zgo) seven per cent per
annum shall have been paid for all
previous years. Whenever all cumu-
lative dividends on the preferred
stock for all previous years shall have
been declared and all dividends de-
clared and payable shall have been
paid, and the company shall have set
aside from its surplus or net profits
sum sufficient for any payment of
dividends declared but not yet pay
able, the Board of Directors may de-
clare dividends on the common stock,
payable then or thereafter, out of any
of the remaining surplus or net
profits.
In the event OF any liquidation,
or winding up (whether
voluntary or Involuntary of the COM
pany the holders Of the preferred
stock shall be entitled to be paid in
full both the. par amount of their
shares and the unpaid dividends ac-
crued thereon before any amount shall
be paid to the holders Of the common
stock, and after the payment to the
holders of the preferred stock of its
part value and the unpaid accrued
dividends thereon, the remaining as
sets and funds shall be divided and
paid to the holders of the common
stock according to their respective
shares.
The whole of the preferred stock at
any time issued and outstanding may
at any time and from time to time be
redeemed and retired on the date of
payment of any preferred stock divi-
dend, at the option of the Board Of
Directors, upon three (3) months
previous notice to the holders of rec
ord thereof given in such manner as
may be prescribed by resolution Of
said Board, by paying therefor in
cash the par value thereof of One
Hundred Dollars ($100.00) per share
and all unpaid accrued dividends
thereon at the date fixed for such re-.
demption.
5. The number of shares of stock
with. which this corporation shall
commence business issten (10) shares
of common stock.
6. The names and places of resi-
dence of each of the original subscrib-
ers TO the capital stock and the Mum
Der of common shares without par
value subscribed for by each are as
follows:
Name, Residence, Number Of shares
of Common Stock.
Samuel G. Wood, $50 Broadway,
New York city, 4.