APPENDIX
561
disposal would impair or materially affect its financial position or the nature
or extent of its operations as theretofore conducted.
3. To publish periodical statements of earnings, as agreed upon with the
Committee.
4. To publish at least once in each year and submit to stockholders at
least fifteen days in advance of the annual meeting of the corporation, a
Balance Sheet, an Income Statement for the last fiscal year and a Surplus
statement of the applicant company as a separate corporate entity and of
each corporation in which it holds directly or indirectly a majority of the
voting stock; or, in lieu thereof, eliminating all intercompany transactions :
(a) a similar set of financial statements fully consolidated as to the
applicant company and all corporations in which ‘t owns directly or
indirectly a majority of the voting stock, or
(b) a similar set of financial statements consolidated as to the appli-
cant company and specifically named or described subsidiaries, with sepa-
rate similar financial statements for each unconsolidated corporation in
which the applicant company holds directly or indirectly a majority of
the voting stock.
Such statements shall disclose fully the nature and extent of the interest
of the applicant company in the corporations whose unconsolidated financial
statements are furnished, and also the existence of any default in interest.
cumulative dividend requirements or sinking fund or redemption fund
requirements of any of the corporations whose accounts are thus consoli-
dated or separately shown.
5. To publish all future annual financial statements of any character,
in the form contained in the listing application and, in the publication of
reports of earnings for any period of less than a fiscal year, to show net
profits in the aggregate and per share after Depreciation, Depletion, Income
Taxes and Interest, estimating the proportionate amount of these items as
accurately as may be if not finally determined at date of publication.
6. Not itself, and not to permit any subsidiary, directly or indirectly con-
trolled, to take up as Income stock dividends received at an amount greater
than that charged against Earnings, Earned Surplus or both of them by
the issuing Company in relation thereto.
7. To maintain, in accordance with the rules of the Stock Exchange, a
transfer office or agency in the Borough of Manhattan, City of New York,
where all listed securities shall be directly transferable, and the principal
of all listed securities with interest or dividends thereon shall be payable;
also a registry office in the Borough of Manhattan, City of New York,
south of Chambers Street, other than its transfer office or agency in said
city, where all listed securities shall be registered. If its transfer books
should be permanently closed, to continue to split up certificates of listed
stock into smaller denominations in the same name so long as such stock shall
be retained upon its list by the New York Stock Exchange. If its transfer
office or agency should be or should become located north of Chambers
Street, to arrange, at its own cost and expense that its registry office will
receive and re-deliver all securities deposited at such registry office for the
purpose of transfer.
8. To notify the Stock Exchange thirty days in advance of the effective
date of any change in the authorized amounts of listed securities.
9. Not to add to the number of its transfer agencies, nor to make any
change of a transfer agency or of a trustee of its bonds or other securities