Page:United States Statutes at Large Volume 46 Part 1.djvu/1132

 SEVENTY-FIRST C ONGRESS. SEss. III. CH. 120 . 1931 . 1089 " SEC. 63 9b . Every c orporation hav ing capital s tock and here to- Corporations . fore or hereafter organized or existing under this subchapter 4 or Map amend charters g f to accomplis h desig- which has availed or may hereafter avail itself of the provisions of hated objects. this subchapter 4 pursuant to subchapter 13 of this chapter 18, may, by pursuing the same procedure and complying with the same re- quirements as are prescribed in this subchapter in respect to the increase or diminution of capital stock, amend its charter so as to To change corporate accomplish any one or more of the following objects : The addition puposesandpowers . to or diminution of the corporate purposes and powers, or the substi- tution of other purposes and powers in whole or in part for those set forth in the charter ; the changing of the corporate business ; the Business . changing of the location of the place in the District of Columbia in Loc ati on, which the operations of the corporation are to be carried on ; and the making of any other amendment or amendments, not otherwise To make oth er de- provided for under this subchapter, of the charter that may be sired amendments. desired, provided such amendment or amendments shall contain Condition. only such provisions as it would be lawful or proper to insert in an original certificate of incorporation made at the time of making such amendment or amendments. "SEC. 639c . In addition to its common stock every corporation Prefe rred stoc k. Creat ion of one or heretofore or hereafter organized or existing under this subchapter more classes permitted . 4, or w hich ha s avail ed or may her eafter avail itself of the provis ions of this subchapter 4 pursuant to subchapter 13 of this chapter 18, a en aea1 ' p. 1288, may create one or more classes of preferred stock, with such pref- Rights and oblig a- erences, restrictions, and qualifications not inconsistent with law tions ther eund er, as shall be expressed in its charter . Such preferred stock shall have voting powers . such voting powers as are provided in such charter, or it may have no voting powe r if such cha rter so provi des . Each such corpora- Iss ue of common f stock. tion may have one or more classes o common stock, with or with- Stipulations govern- out voting powers, and with such rights, restrictions, and qualifica- in g. tions as shall be expressed in its charter. The term `charter' is "Charter" defined. hereby defined to inc lude a charte r grant ed by Special Act, c ertifi cate of incorporation, certificate of organization, or certificate of reor- ganization, either as originally passed or filed or as amended, unless such construction would be inconsistent with the context. Pr e- Redem ptio n of pre- ferred stock of any class may be made subject to redemption at such ferred stock, times and prices as may be determined in such charter. In the case Amount and terms of preference upon disso- of stock which is preferred as to its distributive share of the assets lution to be stated. of the corporation upon dissolution, the amount arid terms of such preference shall be stated in the charter. All certificates for stock Nonvoting stock cer- tificates to specify re- which has no voting powers or is restricted or limited as to its striction,preference,etc. voting powers, or which is preferred or limited as to its dividends, or as to its share of the assets upon dissolution, shall have a state- ment of such restriction, limitation, or preference plainly stated thereon. " SEC. 639d . Every corporation having capital stock and hereto- Disposition of prop- fore or hereafter organized or existing under this subchapter 4, or cit y h which has availed or may hereafter avail itself of the provisions of this subchapter 4 pursuant to subchapter 13 of this chapter 18, may, Pursuant to action of pursuant to a meeting of its stockholders, held upon notice given in stockholders . accordance with the provisions of section 635 of this subchapter 4, sell, lease, or exchange all of its property and assets as an entirety, including its good will, and franchises howsoever granted and/or acquired, to or with any other such corporation or any other corpo- ration organized or existing under the laws of any State of the United States which is duly authorized by its charter or otherwise to acquire and hold such or similar property, or to or with any 57894 °-31-69

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