APPENDIX
575
that no one of the items carried under the term “Miscellaneous” in the list
of Investments has been held for more than one year.
3. To publish all future annual financial statements of any character, in
he 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.
9. Not itself, and not to permit any subsidiary, directly or indirectly
controlled, to take up as Income stock dividends received at an amount
sreater than that charged against Earnings, Earned Surplus or both of them
by the issuing Company in relation thereto.
10. Not to pay any cash or stock dividends on Common Stock when such
dividends, plus the amount by which the current value of securities held
shall be less than their cost, exceed the earned surplus and undivided profits,
without at the time of the payment of such dividends sending to stock-
holders a statement, in a form which has been approved by the Committee
on Stock List, setting forth clearly the net impairment which will exist
after the payment of such dividends stated both in aggregate dollars and
dollars per share of Common Stock. If at the time of the payment of any
such dividends the corporation has senior securities outstanding such state-
ment shall, in addition, state in terms of percentage the ratio of the Com-
mon Stock equity, remaining after the declaration of such dividends, to such
senior securities, taken at par value or the sum to which they would be
entitled upon involuntary liquidation, whichever is the greater. For the
purpose of this agreement, stock dividends shall be charged against earnings
on a basis approved by the Committee on Stock List.
iI. To notify the Stock Exchange, on behalf of itself or any subsidiaries
which have been, or may be formed, of any change in the terms of any
management contract existing at the time of listing and of the terms and
conditions of contracts subsequently consummated.
12. 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.
13. To notify the Stock Exchange thirty days in advance of the effective
date of any change in the authorized amounts of listed securities.
i4. 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
without prior notice to the Committee on Stock List, and not to make any
change in its listed securities, nor to add to the number of the registrars of
its stock. nor to change a registrar of its stock, without the prior approval