2009 (2) - Laserfiche WebLink

Home Browse Search

n , • C. Dividends and Distributions. The annual dividend rate of the Series B Preferred Shares shall be 7% of the liquidation preference of $1, 000 per share, payable solely in shares of Series B Preferred Shares . . The foregoing notwithstanding, the Series B Preferred Shares shall be entitled to receive, .when, as, and if declared by the Corporation' s Board of Directors, dividends or distributions payable in cash whenever the Corporation's Board of Directors declares a dividend or distribution payable in cash on the Corporation' s Common Shares. For purposes of the foregoing sentence, each Series B Preferred Share shall be treated the same as on Common Share. Such dividends shall be cumulative from the date of the initial issue of the Series B Preferred Shares. D. Liquidation, Dissolution or Winding Up. The amount payable per Series B Preferred Share in the event of any voluntary or involuntary liquidation, dissolution or winding up of the affairs of the Corporation shall be $1, 000, plus an amount equal t(:) all dividends accrued and unpaid thereon to the dhte of payment. 6 E. Redemption. The Series B Preferred Shares shall be redeemable at the election of the Board of Da.rectors . c FIFTH: Eiccept as otherwise provided in these Amended Articles of Incorporation or the Code of Regulations of the Corporation, notwithstanding any provisions in Sections 1701. 01 to 1701 . 98, inclusive, of the Ohio Revised Code, now or hereafter in effect, requiring for any purpose the vote, consent, waiver, or release of the holders of a designated proportion (but less than all) of the shares of the Corporation or of any particular class or classes of shares, as the case may be, the vote, consent, waiver, or release of the holders of record of shares entitling them to exerciseja majority of the voting power of the shares of the Corporation or of any class or classes of shares, as the case may be, shall bei required and sufficient for any such purpose,. except that the affirmative vote of the holders of record of shares entitlingithem to exercise two-thirds of the voting power of the shares of the Corporation shall be required to amend, alter, change or :repeal Article SIXTH of these Amended Articles of Incorporation or the provisions of this Article FIFTH dealing with .the amendment, ali_eration, or repeal of Article SIXTH.