Douglas daily dispatch., 1927-04-22
LEGAL NOTICES

thereof who shall be entitled to a
certificate therefor, with the same
force and effect as though the GER
tificate 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 certificates of classified common
stock so sold as aforesaid, duly en-
dorsed for transfer, he shall be en-
titled to be paid any amount re-
ceived by the corporation on said
sale in excess of his liability under
the special assessment levied plus the
interest, and the cost and expenses
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 business
of the corporation.
(5) The above provisions and the
provisions of Article VII hereinafter
set forth defining the rights and
conditions under which the holders
of classified common stock own and
hold such stock shall remain valid
and effective until December 81, 1881,
at which date all classified common
stock, then issued and outstanding
and not previously called or purchased
for retirement, shall be delivered to
the company for conversion into COM
mon or preferred stock or either, as
more fully provided in Article XI
hereof, in accordance with the method
prescribed in Article XII hereof.
(6) If any classified common stock
holder fails to deliver his certificates
for conversion within one year from
December 81, 1881, his stock may
be called for redemption as more fully
provided in Article XI hereof.
ARTICLE VII
RESTRICTIONS ON SALE AND OWN
ERSHIP OF CLASSIFIED COMMON
Il STOCK.
Cd The subscriptions for and own
ership 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 computing as
of the last day of the calendar month
in which the holder delivers his stock,
the value of said stock, which valua-
tion shall be the book value of said
shares of stock as established by
the accounting methods employed by
said corporation at the time said
delivery is made; good will or other
items not regularly listed on the
books of the corporation as assets
or liabilities shall not be taken into
consideration in fixing said value.
AS soon as the price of said stock
has been fixed, and the stockholder
has been notified of such fact, the
Board of Directors shall forthwith
offer for sale to the stockholders
holding the same class of classified
common stock, such proportion of said
classified stock as the par value of
their shares bears to the total store
capital of said store less the par
value of the shares offered for sale.
Such stockholders shall have thirty
(S0) days time in which to exercise
their right to purchase the same at
said price, unless they waive such
right to purchase by notice in
writing to the Board of Directors,
and if two or more exercise their
right to purchase the same at said
price, then the Board Of Directors
shall, unless otherwise agreed upon
by said bidders, divide the same
between them in the same proportion
as each of their individual holdings
of classified common stock in the
store, the stock of which is being
offered for sale, bears to their ag-
gregate holdings of classified common
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 delivery of the stock
to it for sale, either to purchase said
stock at said price out of the surplus
funds forming part of the book
value of the common stock and there
upon to retire the same, or to sell
the same at said price to such person
or persons as are entitled to own
and hold classified common stock
under this Certificate of Incorporation
With reference to the remaining
proportion of said classified common
stock offered for sale, the Board of
Directors shall have the right either
to purchase said stock at said price
out of the surplus funds forming
a part of the book value of the
common stock or to offer the same
to the stockholders holding the same
class of classified common stock in
the same manner as provided in the
next preceding paragraph. Such de-
cision shall be made by the Board
of Directors prior to the time when
they offer the proportion of said
classified common stock provided for
in the next preceding paragraph to
the stockholders owning the same
class of classified common stock.
If at the end of said second thirty
day period and not later than ninety
days after the delivery of the stock
to the Board of Directors for sale,
~ IT, c1s1 4EE