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FORM FOR INCORPORATING SAVINGS AND SAFE DEPOSIT INSTITUTIONS (Secs. 1440, 1441, 1442, 1443 and 1445.)

Know all men by these presents:

That we, the undersigned, desirous of forming a corporation under the laws of Missouri, and more particularly under the provisions of article XIII, chapter 12, R. S. 1899, governing the formation of Savings and Safe Deposit institutions, have entered into the following agreement:

First-That the name of the corporation shall be other corporation in this state, or an imitation thereof). Second-That the corporation shall be located in the

Missouri.

(not the name of any

of

county,

Third-That the amount of the capital stock of the corporation shall be (not less than $10,000, in cities of 50,000 inhabitants or under; not less than $50,000 in cities of more than 50,000 and less than 150,000 inhabitants; and not less than $100,000 in cities of 150,000 or over) dollars, divided into shares of $100 each; and that the entire amount thereof has been subscribed in good faith, and actually paid up in lawful money of the United States, and is in possession of the persons named as the first board of directors.

Fourth-That the names (not less than five) and places of residence of the several shareholders and the number of shares subscribed by each are as follows:

Name.

Residence.

Number of shares

Fifth-That the board of directors shall consist of (not less than five, nor more than thirteen, a. majority of whom shall be bona fide citizens of this State), shareholders, and the name of those agreed on for the first year are:

Sixth-That the corporation shall continue for a term of fifty) years.

(not exceeding

(See

day

Seventh-That the purposes for which this corporation is formed are section 1445).

of

In testimony whereof, we have hereunto set our hands this
19-.

State of Missouri,

SS.

County of

On this

day of

(names

19, before me personally appeared of all the stockholders), to me known to be the persons described in, and who executed the foregoing instrument, and acknowledged that they executed the same as their free act and deed.

In testimony whereof, I have hereunto set my hand and affixed my notarial seal the date above mentioned. My commission expires 19.

(Seal)

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Notary Public. NOTE.-Must be recorded in the office of the recorder of deeds of the county in which the corporation is located, and a copy certified by the recorder filed in the office of the Secretary of State. State tax, $50, on first $50,000 or less of capital, and $5.00 on each $10,000, additional. Fee for certificates, $2.50.

CERTIFICATE EXTENDING TIME OF CORPORATE EXISTENCE.

(Sec. 972.)

of

Missouri,

Whereas, the period of corporate existence of the a corporation existing under and by virtue of the laws of the state of Missouri, expires on the day of ——————, 19—; and said corporation being desirous of accepting the general laws of the State of Missouri relating to corporations, and having the time of its corporate existence extended for a period of years from the said day of

19: Therefore, we, the undersigned, president and secretary of said corporation, hereby certify that in pursuance of a notice in writing previously given each stockholder of said company, such notice being signed by three-fourths of the stockholders of said company (if notice is given for sixty days under sections 962 and 963, as authorized by section 972, then change the statement to agree with the facts), a meeting of the stockholders of said corporation was held at, Mo., on the day of 19, at o'clock m., for the purpose of determining whether or not the said corporation should accept the provisions of the general laws of the State of Missouri relating to corporations and have its corporate existence extended for the period of years from the day of

19.

That at said meeting there were present stockholders of said company representing at least three-fourths of the capital stock of said company; and upon a resolution duly submitted it was determined by a vote of three-fourths of the stockholders in number and value of the stock of said corporation that said corporation accept the provisions of the general laws of the State of Missouri relating to corporations, and have its corporate existence extended for the period originally permissible to it; that is to say, for the period of years from 19, and that the capital stock of said company shall be dollars divided into shares of the par

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day of

We further certify that thereafter on the -, 19-, at a meeting of the directors of said company, we, as president and secretary of said company, were duly authorized and directed by said board of directors to certify to the Secretary of State of Missouri the facts hereinbefore alleged, and that said corporation had by the approval of three-fourths of its stockholders holding three-fourths of the capital stock of said company determined to accept the provisions of the general laws of the State of Missouri relating to corporations and have its charter extended, all as heretofore set out.

In witness whereof, we have hereunto set our hands at
day of

19-.

Approved by order of the board of directors this day of

Missouri, this the

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President,
Secretary.

19.

Directors.

NOTE.-The certificate, when properly executed, must be filed in the office of the Secretary of State. The constitutional tax of $50 on the first $50,000 or less of capital and $5.00 on each additional $10,000 will be required; also a fee of $1.50 for certificate.

AFFIDAVIT OF CHANGE OF NAME.

(Sec. 971.)

State of Missouri,

SS.

County of

(President or Secretary) of the

a corporation duly incorporated under the laws of the State of Missouri, being duly sworn, on his oath, states that at a meeting of the stockholders of said corporation, duly called and held on

the

day of

19, the name of said corporation was, by a vote of its said stockholders, cast as its by-laws direct, changed from

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to

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NOTE.-Will not take effect until affidavit is filed in office of Secretary of State. State's fee for certified copy will be $1.25.

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rated under the laws of the State of Missouri, being duly sworn, upon his oath, states. that at a meeting of the stockholders of said corporation, duly called and held on the day of —, 19, the number of directors of said corporation was, by a vote of its said stockholders, cast as its by-laws direct, changed from to (President or Secretary). day of 19-. My term

Subscribed and sworn to before me, this

expires

19-.

(Seal)

Notary Public.

NOTE.-Will not take effect until affidavit is filed in the office of the Secretary of State. State's fee for certified copy will be $1.25.

STATEMENT OF REDUCTION OF PAR VALUE OF SHARES OF STOCK. (Sec. 971, 7th clause.)

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State of Missouri, being duly sworn, upon their oaths, state that at a meeting of the stockholders of said held on the day of 19, pursuant to a published in the city of - the first

notice published once a week in the insertion of which notice was not less than sixty days, and the last not less than one nor more than six days previous to the day on which such meeting was held, a proposition was duly submitted to reduce the par value of the shares of the capital stock of said from $to $, and correspondingly increase the number thereof; that upon said proposition the consent of the persons holding the larger amount in value of the stock of said was given, viz.: votes in favor of, and against it; and that, therefore, the par value of the shares of capital stock is hereby reduced from $

of said

correspondingly increased from

Witness our hands this

to $

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and the number thereof

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NOTE.-Must be sworn to by the president and secretary, recorded in the office of the recorder of deeds of the county in which the corporation is located, and then filed in the office of Secretary of State. The State's fee for a certified copy will be $1.50.

STATEMENT EXTENDING BUSINESS PURPOSES.
(Secs. 1327, 1328 and 1329.)

day of

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Be it known that on the 19, a meeting of the stockholders of the — was held at the city of county of State of Missouri, for the purpose of amending the articles of association of said company, and include in its business purposes (set out fully the language of the amendment), pursuant to notice signed by a majority of the directors of said company, duly published in the newspaper published in the city of sixty days prior to said date, the first insertion of said notice day of ——————, 19, and the last insertion on the

a

day of

for more than being on the 19.

That a copy of said notice, postage prepaid, was deposited in the postoffice in the city of—————————, Missouri, addressed to each stockholder, at his usual place of residence, at least sixty days previous to the day fixed for said meeting.

That said meeting was organized by choosing

chairman, and, secretary thereof.

a director in said company,

That at said meeting there were present, in person or by proxy, at least a majority of the stockholders holding the full value of all the shares of stock of said company.

A proposition was then and there submitted to amend section seven of the articles of association of said company to extend its business to and include the

And upon canvassing the vote thereon it appeared that a majority of the stock of said company had been voted in favor of such amendment.

Attest:

Secretary.

Chairman.

chairman, being duly sworn, says the matters and things set forth

in the foregoing statement are true.

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On this

day of

Chairman.

-, to be

19, before me personally appeared known to be the person described in, and who executed the foregoing instrument, and acknowledged that he executed the same as his free act and deed.

pires

Witness my hand and seal the day and date last aforesaid. My commission ex19-.

(Seal)

Notary Public. NOTE.-This statement must be sworn to by the chairman, and also acknowledged by the chairman before a proper officer, and then recorded in the office of the recorder of deeds, and a certified copy from the recorder filed in the Department of State. State's fee for certificate, $1.25.

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being duly sworn, on his oath, says that said corporation was on the 19, by a unanimous vote of its stockholders, duly dissolved; that the liabilities of said company have been fully discharged; that the assets have been distributed, and that the certificates of stock have been surrendered and cancelled.

of

President or Secretary.

Subscribed and sworn to before me, a Notary Public, within and for the
this
19. My commission expires
(Seal)

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Notary Public. NOTE. This affidavit, when filed in the office of the Secretary of State, will relieve the company from making further annual reports to that office; but will not relieve it, or its stockholders, of liabilities, should any exist. Provision is made by law, which took effect August 20, 1899, for the voluntary dissolution of a corporation, under sections 978, 979, 980 and 981. Fee for a certified copy, $1.25.

FOREIGN CORPORATIONS.

(Secs. 1024, 1025, 1026, 1027, 1315, 1316 and 1317.)

A foreign corporation desiring to obtain certificate of authority and license to do business in Missouri is required to file in the office of the Secretary of State:

First-A copy of its articles of association and charter certified by the Secretary of State of the state in which the company is incorporated. The articles should show that the full amount of the capital stock, which cannot exceed $10,000,000, has been bona fide subscribed, and that at least one-half thereof has been paid up, according to the laws of Missouri. If the articles should not set out these facts, but if subsequent to its incorporation the full amount of the authorized capital has been bona fide subscribed, and one-half thereof has been paid up, it will be permissible for an authorized officer of the company to make affidavit to that effect in the following form:

State of

County of

I,

the laws of

SS.

dollars, divided into

on the

shares

(President or Secretary) of the - a corporation organized under with a capital stock of

of the par value of

dollars each, as authorized by its certificate of incorporation

issued by the Secretary of State of the state of day of 18-, do hereby certify that all of said stock has been bona fide subscribed and per cent. (not less than 50) actually paid up according to the laws of the State of Missouri.

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Second-A statement, duly sworn to by the principal officer or agent in Missouri, setting forth the proportion of the capital stock which is represented by its property located and business transacted in Missouri; and designating a public office or place of business in this State for the transaction of its business where legal service may be obtained upon it, as follows:

State of Missouri,

County of

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of lawful age, being duly sworn, upon his oath, (Principal Officer or Agent as the case may be) of incorporated under the laws of the state of —on the for a term of

states that he is the

-, a corporation duly

day of —, 18,

years, and represents said corporation in the State of Missouri; that the amount of capital stock of said corporation is dollars; and the proportion of the capital stock of said corporation which is represented by the property located and business transacted in the State of Missouri is dollars; and that the public office of said corporation or place for the transaction of its business in the State of Missouri is located at the city of

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Third-Affidavit that said corporation is not in contravention of the laws of Missouri against pools, trusts and conspiracies, as follows:

State of Missouri,

County of

I,

the of

>SS.

(President, Secretary Treasurer or Director), do solemnly swear that I am of the corporation known and styled duly incorporated under the laws on the 18-, and that I am duly authorized to represent

day of

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