Twin-City herald. [volume] (Minneapolis, Minn.) 1927-1940, 1933-03-04
Legal Notices
Certificate of Incorporation

Saxon Truck and Auto Parts Company.
We, the undersigned, do hereby as
sociate ourselves together as body
corporation under and pursuant to
Chapter Fifty-eight (58) of Masons
Minnesota Statutes, 1927, and any
amendments and supplements thereto,
and to that end and purpose do hereby,
adopt the following:
Articles of Incorporation
ARTICLE
The name of this corporation is SAX
ON TRUCK AND AUTO PARTS COM
PANY. It's principal place of business
Minnesota. The term for the COM
mencement of this corporation is
March l., 1888, and the term of expir-
alton shall be Thirty (S0) years there
after.
The general nature of the business
to be transacted by this corporation
and its objects and purposes are 20 buy
and otherwise acquire, sell, exchange
and otherwise dispose of and generally
to deal in automobile trucks, passen-
ger cars, parts, accessories, equipment,
appliances, tools, supplies and mer-
chandise and personal property OF
every other kind, quality and descrip-
ton; to purchase or otherwise acquire,
hold, improve, operate. sell, exchange
or otherwise dispose of real property,
buildings and estates and interests
therein; to purchase or otherwise ac-
quire, hold and deal in securities and
evidences of Indebtedness of every
kind or description, including among
other things, stock of this corpora-
ton; to make all contracts and do all
things necessary or reasonably incl
dental to the carrying on of it's said
business and effecting its said objects
and purposes.
ARTICLE III
The amount of the capital stock of
this corporation shall be Fifty Thou
sand Dollars ($50, 000), to be divided
into five hundred 5000 shares of com
mon and preferred stock of the par
value of One Hundred Dollars $100.OO)
each, which shall be paid in money,
property, or both at such times, in
such amounts, and in such manner as
the Board of Directors shall from time
to time prescribe. OF the common
stock there shall be Three Hundred
and Fifty (350) shares, of the par
value of One Hundred Dollars ($10O)
each; and of the preferred stock there
shall be One Hundred Fifty (150)
shares, of the par value of One Hun
bred Dollars ($100) each. The said
Fifteen Thousand Dollars ($15, 000.00)
of preferred stock shall be entitled to
receive dividends at the rate of seven
60 per cent per annum, payable semi
annually on the first Monday of Janu-
airy and the first Monday of July in
corporation before any dividends shall
be paid upon the said common stock,
and such dividends shall be cumulative
SO that any, deficiency in the dividends
to be paid on said preferred stock in
any year shall be made good out of
the earnings of subsequent years be-
fore any dividend shall be paid upon
the said common stock. And in case
the earnings of the corporation shall
permit a dividend in excess of said
seven % per cent so to be paid semi
annually, then and in any such event
the preferred stockholders. after re-
ceiving such preference dividend, shall
be entitled to share equally with the |
holders of the common stock as to any
dividend over and above the said
preference dividend. And on the final |
liquidation of this corporation and the
distribution of its assets all arrears
of dividends shall be paid to the |
holders of such preferred stock and |
the shares of preferred stock shall be |
paid in full before any payment shall |
be made to the holders of the COM
mon stock; but when such arrears of |
dividends and the face value of such
preferred stock shall have been paid,
the holders thereof shall receive no |
other or additional payments whatever J
The amount of such preferred stock |
shall not be changed or altered by |
any increase or reduction in the capt. !
tai stock of said corporation without |
the consent in writing of the holders /
the common stock shall have the man !
agement and control of this corpora |
ton so long as the business of said |
is able to pay from its j
earnings the said preference dividends |
on such preferred stock, and during |
such time the holders of such pre-
ferred stock shall have no voting
power. But in case said dividends on |
said preferred stock shall not be L
and paid for period of FIVE |
(5) years. then and in that event the \
holders of preferred stock shall have l
the same voting power in the elections |
and in the management and control |
of said corporation as the common \
The corporation reserves /
the right to redeem and retire at anv !
time its said preferred stock at mar /
in cash upon the payment of ell divi- L
dends to which such stock shall he |
entitled. II such redemption shall be Il
authorized by law.
ARTICLE w
The highest amount oF Indebtedness
Or liability to which this CONFORMATION |
shall at any time be subject shall he
one Hundred Thousand Dollars (s100.- 1
)o0).
ARTICLE "
The governance of this corporation,
and the management of its affairs |
shall be vested in Board of Directors
composed of not less than three (3) |