Nogales international., 1931-03-11
LEGAL NOTICE
CERTIFICATE OF AMENDMENT
OF ARTICLES OF INCORPORA-
TYON OF ROY g. TITCOMB, INC.

ALL MEN By THES
PRESENTS:
That at a special meeting of tn
stockholders of Roy & Titcomb, Inc
/ corporation, duly called and hel
It its office at 3O1 Morley Avenu'
n the City of Nogales, State
Arizona, at 800 o'clock ?. NJ. o
he 9th day of December, 1880, Al
icle Three Of the Articles OF In
Of said BOY & Titcotn'
[nc- was, by the affirmative vote {
I ma jority Of all of the issued an
outstanding shares Of stock Of sal
corporation, amended to read q
follows:
ARTICLE THREE
That the capital stock Of this
Corporation shall be One Mil
lion Five Hundred Thousand
CS1. 500, 100000 Dollars, divided
into Fifteen Thousand 15,000)
shares Of the par value OF One
Hundred (S10O.00) Dollars each.
Twelve Thousand Q2,000) of
these shares shall be common
stock and the terms upon which
such stock is created are that
it shall be issued to the full
war value and said stock shall
Ele issued as non-assessable and
not subject to assessment to
pay the debts Of the corpora
GiGn; and said common stock
may be paid for in cash or SER
vices. or by sale and trans
fer OF real Or personal property
4oF 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 DEEM
ed final and conclusive.
Thxee Thousand $4,000 shares
of the above Fifteen Thousand
(15,DOO) shares shall be Six
C6q5) Per Cent participating
preferred stock issued to the full
par value and non-asSeSSable.
The preferred stock shall be
entitled to receive out of pro-
fits dividends at the rate Of
Six (6gs) Per Cent per annum
payable quarterly on the fiji
teenth 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
be paid on the common stock.
No dividends shall be paid on
the common stock if at any
time during the previous two
(2l years any dividend has been
omitted on the preferred stock.
The preferred stock is non-cu-
rnulative. On any voluntary dis
tribution of assets, the prefer
red stock shall be entitled to re-
ceiVe an amount equal to One
Hundred Five (10596) Per Cent
of the par value thereof. On
any other distribution of capi-
tai assets the preferred stock
shall be entitled to receive an
amount equal to One Hundred
(1Oe%) 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-
feTred stock for the previous
two c2) years, dividends may
be paid out of earnings on the
common stock up to Six (6To)
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
at One Hundred Five (105%o)
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 dlvld-
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
III default. In case the d1v1d-
ends shall be in default for a
period of Sixty 600 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
<$10O. O.0O) Dollars par value OF
stock for any and all purposes
Ezacluding the election Of direc-
E6rS, and such rights shall con-
tinue in the preferred and COM
rnon stocks respectively until
dividends on preferred stock
fraye been continuous for a two
(2s year period, at which time
Gae right to vote shall again