The Coconino sun., 1927-05-27

fail to pay such dividends quarterly
on all the outstanding preferred stock,
all accumulated dividends thereon
shall be fully paid before any dividend
shall be set apart, declared or paid
upon the common stock. The pre-
ferred stock shall be entitled to no
other or further dividends. The pre-
ferred stock shall be redeernable, in
whole or in part, on sixty (60) days
notice by mail, at One Hundred and
Three Dollars ($103.) per share and
an amount equal to the accumulated
dividends to the date of redemption,
although not earned or declared; when
any redemption is made of part of the
preferred stock outstanding it shall
be in such manner and by such meth
cd as the Board Of Directors shall der
termine.
(2l Upon any sale of all the as
sets of the corporation, or upon any
liquidation Of the corporation in whole
or in part, whether voluntary or in
voluntary, except upon discontinuance
of a store in accordance with the pro-
visions of Articles XI and XIII hereof,
the holders of preferred stock shall be
entitled to be paid One Hundred and
Three per cent (103qol of the par
value thereof, and an amount equal to
the accumulated dividends to the date
of payment, although not earned or
declared, before any payments are
made to the holders of the common
stock; and the holders of the preferred
stock shall be entitled to no further
payment.
(3) :. If the proportion of the earn
ings of the corporation out of which
any preferred stock dividend is pay
able for any quarter shall be insult
ficient to pay the dividends for that
quarter on the preferred stock, such
dividends may be paid out of earned
surplus, providing that such surplus
does not consist in any part Of the por-
ton of the surplus with which classi-
fled common stockholders are entitled
to be credited as provided in Article
vi, paragraph ~.
(4) The preferred stock shall have
no voting power except as specifically
provided by statute.
{5) Subject to the provisions of
law, the preferred stock shall be is
sued at such prices and for such com
sideration, at such times and in such
manner, and in such amounts as the
Board of Directors shall determine.
ARTICLE TX
Common Stock
az The common stock shall not
be assessable for any purpose what
ever.
The holders of the common stock
of this corporation shall be entitled
(subject to the rights Of the holders
of preferred stock, and to the rights
of the holders of classified common
stock until all of the same shall have
been converted into common stock
and preferred stock, or either, on or
prior to December 81, 1881, as herein
after provided in Articles XII and
XII) to receive all dividends, whether
stock or cash, declared and distributed
out of the surplus or net profits
earned by the corporation.
(2) Said common stock, without
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 therefor, and all issued
shares of such common stock shall
be deemed fully paid and non-assess-
able and the holders of such shares
shall not be liable Hereunder to this
corporation or it's creditors.
n (81w The Board of Directors may
cause to be accumulated all or any
part of that portion of the net earn
ings accruing to the benefit Of the
common stockholders for use in fur
therance of the business of the cor
poration, and may declare and dis
tribute stock dividends of common
stock converting all or any part of
said earnings into capital.
"a In the event that any of said
common stock is purchased by the COR
poration out Of its surplus funds it
may either be retired or reissiled and
resold as provided in Article XVI
hereof.
ARTICLE XII
Limitation on Ownership of Classified
Common Stock; Conversion of
Classified Common Stock into
Preferred Stock andIor
Common Stock
"a No classified common stock of
this corporation in addition to that
issued and outstanding on December
81, 1926, shall be issued by the cor
poration to any person whatsoever,
even though such amount may be
less than the total amount authorized
in Article w hereof.
(2) Classified common stock of
the corporation issued and outstand-
ing on December 81, 1925, must be
converted by the owner and holder
thereof into common stock and pre-
ferred stock of the corporation,
or either, as hereinafter provided,
when the store for which such shares
were issued has fulfilled one of the
two following conditions:
A. When, having been in continu-
Gus operation for at least one full
calendar year, it shall have, in any
full calendar year commencing with
January l, 1926, net earnings on its
store capital equal to at least one half
the rate Of net earnings upon the ag-
gregate store capital of all the stores
of the corporation for the same full
calendar year.
B. When it shall have been in
continuous operation for five full cal
endar years commencing with Janu-
ary 1, 1925, or January /, 1926, or
January /, 1927.
(3) As soon after the close, of any
calendar year as is practicable the
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