Form 3138. Notice of Dividend with Check-Another Form. The board of directors has this day declared out of the surplus earnings for the last calendar year a dividend of seven per cent. on the preferred stock and two per cent. on the common stock, payable 19-, to stockholders of record at the closing of the transfer books at 3 p. m. on 19-. President. (Construed in Continental Ins. Co. v. Minneapolis, St. P. &c. R. Co., All stockholders of the above named corporation are hereby notified that a dividend of five dollars ($5.00) per share was this day declared on the preferred stock of The National Automobile Company, payable on and after the day of 19, to the stockholders of record at the close of business on 19-. The stockholders are further notified that the transfer books will not be closed for the payment of the above mentioned dividend. All stockholders are requested to make demand by filing mailing orders for dividends with the undersigned treasurer of said company, and from whom blank orders can be had on application. Treasurer. Form 3140. Certificates of Deposit-Direction to Remit Dividend by Mail— The Pullman Company. Date To 23 Wall Street, New York. Please remit by mail, to the address as below, the dividends as declared on certificates of deposit for capital stock of The Pullman Company at any time standing in the name of until this order shall be revoked in writing. Holder sign here Makes Cheques to the order of N. B. When cheque is payable to other than the stockholder the signature of the latter must be acknowledged before a notary on back of this order. Do not have signature acknowledged before a notary public unless you wish check payable to the order of another. On this day of in the year one thousand nine hunbefore me personally came to me known, and dred known to me to be the individual described in, and who executed the within instrument and the same. acknowledged that he executed N. B. Attesting officer must impress his seal. If acknowledged out of the state of New York, certification of attesting officer's authority must be attached. Form 3141. Permanent Order to Pay Dividends. Date To the treasurer of the United States Steel Corporation, 71 Broadway, New York. Please pay, by check on New York, to the order of and mail to address given in the margin, all dividends due, and which may hereafter be due, on all preferred and common stock of the United States Steel Corporation, that may at any time stand in my name on the books of the corporation, unti' this order is revoked in writing. Signature Fill in address to which checks are to be sent : Do not have signature acknowledged before a notary public unless you wish check payable to the order of another person. No acknowledgment is necessary if checks are payable to a bank for your account. STATE OF On this SS. day of, 19-, before me personally came to me personally known to be the individual described in, and who executed the within order, and he acknowledged to me that he executed the same. (Seal of Notary Public) Signature of Notary Public. Attesting officer must impress his seal. officer's authority must be attached. Certification of attesting Note: This order must be signed by the stockholder personally, and in the same manner as the name is written on stock certificate. When check is not to be drawn in favor of the stockholder the signature must be notarially acknowledged. Form 3142. Directors' Resolution Refusing to Sue Directors for Declaring and Dividends. The board of directors having examined the report of the committee appointed to consider the application of and having heard the statements made by the committee, and having examined documents, accounts and statements showing the history and affairs of the company in the years - hundred and hundred, and the board being satisfied from its examination that the dividends declared in those years were reasonably made in the light of what was known and believed at the time, and that the said dividends were declared fairly and in good faith, and that it is not for the interest of the company that suit should be brought against the directors to recover said dividends, and the advice of counsel having been taken regarding the power and duty of this board: Resolved, That the demand of that suit be brought against the former directors of the company to recover the dividends declared by them in the years hundred and and- hundred, be and the same hereby is denied, unless and until suit shall be ordered by a majority, in interest, of the stockholders, other than the said former directors, and that unless so ordered, no suit shall be brought by the company or on its behalf to recover from the said former directors any of the dividends declared. Resolved, That on the written demand of or any of other stockholders the president shall call a special meeting of stockholders to consider the application of said, or of such other stockholders, for the bringing of such suit. (See Siegman v. Electric Vehicle Co., 140 Fed. 117.) Form 3143. Stockholders' Resolutions Ratifying Above Resolutions. Whereas, It appears that no just ground exists for a suit against the former directors of the company on account of the declaration by them of the dividends in the years and -; and it further appears that it is not expedient nor for the interest of the company that a suit on that account should be brought against the same former directors: Therefore Resolved, That the action of the board of directors in refusing to bring suit against the former directors of the company to recover dividends declared by them in the years and be approved and ratified. Resolved, That no suit shall be brought by the company, or on its behalf, to recover from the former directors of the company any of the said dividends declared by them, or to recover any damages or penalties on account of such declaration of dividends. (Involved in Siegman v. Electric Vehicle Co., 140 Fed. 117.) Form 3144. Option to Purchase Stock in Consideration of Payment of Dividends. This agreement made and entered into this and day of parties of the first -, 19, by and between part, and, party of the second part, witnesseth: That whereas said second party has subscribed for 10 shares of the capital stock of the Maier Packing Co., a corporation, the first parties are desirous of securing the first right to purchase said stock in the event second party may desire to sell the same. Now, therefore, said second party agrees that, before offering said stock for sale, he will first notify first parties and give them the first right to buy the same at the price offered by any bona fide intending purchaser. In consideration of which said first parties agree and obligate themselves to pay or cause. to be paid to second party a dividend of six per cent. per annum on said stock, payable quarterly, and that at any time after six months from date hereof, on ninety days' notice, they will purchase said stock at the price paid therefor and six per cent. per annum from date of payment of last dividend, but the party of the second part shall not be obligated to sell said stock at the price paid therefor. (See Vickrey v. Maier, 164 Cal. 384, 129 Pac. 273.) |