The Coconino sun., 1927-05-20


outstanding. irrespective Of the length
of time said store has been in exist
ence and of its rate of earnings, shall
] forthwith be converted into common
stock and preferred stock, or either,
in accordance with the method pre-
4 sclibed in Article XII, b-paragfaph
! az thereof, excepting that the date
forming the basis of the terms OF
conversion shall be as fixed by the
I Board of Directors; thereafter the
/ holders Of preferred stock shall be
/ paid the amounts due to them as pro-
j. vided in Article VIII hereof, and aft
/ er such payments to preferred stock
j holders have been made, each stock
/ holder Of common stock shall be en-
titled to receive his pro-rata share Of
the balance of such proceeds and or
assets in kind.
ARTICLE XVI
1 Powers of Directors to Dispose of
Capital Stock
Upon any issue for money, or other
/ consideration of any stock Of the cor
poration, or upon its purchase by the
\ corporation, whether authorized by
! this Certificate Of Incorporation, or
4 by subsequent increase of capital, and
J.
no stakeholder shall be entitled of
right to subscribe for, purchase or re-
eeive any proportionateo 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
it may see fit,
/ and dpplaIi0p said an1audrapnfc ad.
visable, and calling a meeting of said
corporation for consideration thereof.
SECOND: That thereafter, pur-
suant to the aforesaid resolution of
its Board of Directors, Special
Penney Company, entitled to vote, was
duly called and held in accordance
with law and the bylaws Of said cor
poration at the office of the corpora
tion in the City of New York, State
of New York, on the 21st day of
February, 1927, at 10:30 o'clock in
the forenoon, at which meeting the
following stockholders were present
in person or by proxy:
FIRST PREFERRED
STOCK .................--......... None
The entire issue Of this stock
having been called for redemp-
tion, pursuant to the terms Of
the Certificate of Interpretations
on January 30th, 1927.
CLASS A PREFERRED I
STOCK ......... 70,943 shares
out Of total of "a $50 shares,
being more than 1870 of the
Class A Preferred Stock issued
and outstanding.
COMMON STOCK, Classified
and unclassified l15, ,983 shares
out Of total Of 120,S84
shares, being more than 75&
of the common stock issued and
outstanding.
That at said meeting a vote of the
stockholders by ballot and by proxy
was taken for or against said amend
ments, which vote was conducted by
A. Al. Magnier and f. e. Raymond,
two judges appointed for that pur-
pose by said meeting, and that at said
meeting by vote conducted as afofe-
said said amendments were adopted,
the persons or bodies corporate hold
ing more than 1850 of the amount OF
the capital stock of said corporation
issued and outstanding and entitled
to vote, voting at said meeting for
said proposed amendments as follows,
u VII. tUyJ4o SildICS Vi 0ldSS n
preferred stock were voted for. said
amendments insofar as said amend
ments affected said Glass A preferred
stock, and no shares of Class A pre-
fcrred stock were voted against said
amendments; 1888 shares of Com
mon Stock, classified and unclassified,
were voted for said amendments, and
no shares of Common Stock, CLASH
fled or unclassified, were voted
against said amendments. The total
number of votes in favor of said
amendments were more than 1870 of
the entire amount of each class of the
capital stock issued and outstanding.
IN WITNESS. WHEREOF, said j.
C. Penney Company has caused its
corporate seal to be hereunto affixed
and a certificate to be signed by Earl
c. Sans, as President and attested by
L. A. Bahner its Secretary, this 7th
day of March, Nineteen Hundred and
Twenty ySeven.
j. C. PENNEY COMPANY,
BY EARL G.. SANS,
ATTEST: President.
L. A. BANNER,
Secretary.
CORPORATE SEAL)
STATE OF NEW YORK,
COUNTY OR NEW YORK-ss.
Be it remembered that on this 7th
day Of March, 1927, personally came
before me, q notary public in and for
the county and state aforesaid, EARL
n SANS pracidant re T. papnav