Nogales international., 1931-03-14
LEGAL NOTICE
CERTIFICATE OF AMENDMENT
OF ARTICLES OF INCORPORA-
YHON OF ROY g. TITCOMB, INC.

PRESENTS:
That at a special meeting OF tn
stockholders of Roy & Titcomb, Inc
corporation, duly called and hel
L its office at 301 Morley Avenu
q the City of Nogales, State
arizona, at 800 o'clock P. M. o
he 9th day of December, 1880, Al
icle Three of the Articles Of Ir
of said Roy & Titcom'
nc. was, by the affirmative vote {
ma iority of all Of the issued an
outstanding shares of stock OF sal
corporation, amended to read g
ollows:
ARTICLE THREE
That the capital stock of this
Corporation shall be One Mil
lion Five Hundred Thousand
($1 500 100000 Dollars, divided
into Fifteen Thousand (15,000)
shares of the par value of One
Hundred ($100.D0) Dollars each.
Twelve Thousand (l2,000) of
these shares shall be common
stock and the terms upon which
such stock is created are that
ii shall be issued to the full
par value and said stock shall
oe issued as non -asseSSable and
not subject to assessment to
pay the debts Of the corpora
eion; and said common stock
may be paid for in cash or SER
vices or by sale and trans
fer of real or personal property
for the use and purpose Of said
corporation. In the absence OF
actual fraud in the sale Of any
such property, the judgment of
the Directors as. to the value
Of such property shall be deenl-
ed final and conclusive.
Three Thousand $4,000 shares
Of the above Fifteen Thousand
C15,O0O) shares shall be Six
(6ge) Per Cent participating
9areferred stock issued to the full
par value and worcestershire.
The preferred stock shall be
entitled to receive out of pro-
fits dividends at the rate of
Six (69o) Per Cent per annum
payable quarterly on the fiji
fteenth day to stockholders Of
record ON the first day of each
of the months of February, May,
August and November of each
year, before any dividends shall
zoe paid on the common stock.
No dividends shall be paid on
the common stock if at any
time during the previous two
~ years any dividend has been
omitted on the preferred stock.
The preferred stock is non-cu-
nlulative. On any voluntary dis
triIOution of assets, the prefer
red stock shall be entitled to re-
ceive an amount equal to One
Hundred Five (105@6) Per Cent
OF the par vaiue thereof On
any other distribution Of CAPT
tai assets the preferred stock
shall be entitled to receive an
amount equal to One Hundred
(100qc) Per Cent Of the par
value of the stock before any
distribution is made on the
common stock. When dividends
have been fully kept up on pre-
ferred stock for the previous
Two CO years, dividends may
be paid out of earnings on the
common stock up to Six $50
Per Cent. ANY dividend above
Six (696) Per Cent must be
shared equally per share on the
common stock and the preferred
stock. The corporation reserves
the right to redeem Or retire
any or all of the preferred stock
al One Hundred Five 1O5fO
Per Cent of the par value there
Of at any time after Five 60
wears after it is issued. This
stock is retirable at any divid-
end date by lot on Sixty (6O)
DAYS notice. Except as other
wise provided the preferred
stock shall have no right to
vote at the election Of directors
So long as the dividends are not
i'll default. In case the divid-
ends shall be in default for a
period of Sixty (60) days in
the payment Of any quarterly
dividend, the preferred stock
shall thereafter have equal vot-
ing rights with the common
stock on the basis OF One Cd
vote for every One Hundred
(sI0O.00) Dollars par value OF
stock for any and all purposes
including the election of direc-
tors, and such rights shall con-
tinue in the preferred and COM
mon stocks respectively until
dividends on preferred stock
have been continuous for a two
(2) year period, at which time
the right to vote shall again
vest in the common stock ex-
clusively."
IN WITNESS WHEREOF,
.o..1oEo cat orr hands ar