168 Corporation Finance 12

bonds, date, stock, income, companies, listing, account, principal and terms

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M. (1) Mortgage, and (2) other indebtedness, (a) date of issue, (b) maturity, (c) interest rate, (d) redemption by sinking fund or otherwise; (3) similar information regarding mortgage and all indebtedness of constituent, subsidiary, owned, or controlled companies.

N. Other liabilities, joint and several, (1) guar anties, (2) leases, (3) traffic agreements, (4) track age agreements, (5) rentals, (6) car trusts, etc.; (7) terms of each, and provision for payment.

0. Fiscal year.

P. Financial statements; (1) income account of recent date for at least one year; (2) balance sheet of same date; (3) similar figures for prede cessor, constituent, subsidiary, owned, or con trolled companies; (4) final (5) when reports published; (6) for corporations consolidated within a year, income account and balance-sheet of all companies merged and bal ance-sheet of applying corporation.

Q. Names of (1) officers; (2) directors (classi fied), with residence; (3) transfer agents, and (4) registrars, with addresses.

R. Location of principal and other offices of corporation.

S. Place and date of annual meeting.

In addition to the above, corporations which are owners of mines must recite: T. Patented and unpatented claims, by num bers.

U. (1) A geological description of the country; (2) location and description of mineral and other lands; (3) ore bodies; (4) average value; (5) char acter of ore; and (6) proper methods of treat ment.

V. History of prior workings, showing (1) re sults obtained; (2) production each year.

W. (1) Ore reserves compared with previous years; (2) estimate of engineer as to probable life of mines; (3) probabilities by further exploration.

X. (1) Provisions for smelting and concen tration; (2) cost of (a) mining, (b) milling and smelting, (c) transportation; and (3) proximity of property to railway or other common carrier.

Y. Income account, (1) receipts; (2) expendi tures; (3) disposition of income.

Z. Properties in process of development; if income account not available, what guaranties for working capital and for completion of develop ment.

Bonds.

An application for an original listing of bonds shall recite all information required for listing capital stock, and A. (1) Amount, denominations, and numbers; (2) full title; (3) amount authorized and out standing, authority therefor, including (a) action by stockholders, (b) directors, and (c) public authorities, etc.; (4) whether bonds are coupon (registerable as to principal) or registered, inter changeable or exchangeable; (5) exchangeability or convertibility into other securities, and terms.

B. (1) Date of issue and maturity; (2) inter est rate; (3) places at and dates for payment of interest and principal; (4) where registerable or transferable; (5) kind and standard of money, and options; (6) tax exemption; (7) whether redeema ble or purchasable in whole or in part, showing (a) dates, (b) price, (c) duration of published notice, (d) disposition of redeemed or purchased bonds.

C. Mortgage or indenture provisions for (1) serial issues; (2) values in United States gold coin, issuance in foreign languages and that the Eng lish version governs; (3) terms of exchangeability of bonds payable in foreign places for bonds pay able in United States.

D. (1) Security-mortgage, indenture of trust, or other agreement; and, (2) liens; (a) properties covered, (b) mileage of railway lines, (c) buildings, (d) equipment, (e) securities, (f) rights, (g) priv ileges, (h) titles, (i) franchises, U) leases, etc.; (3) other liens covering same or any part of same properties; (4) guaranty and terms.

E. (1) Names and addresses of trustees, and any unusual additions to or limitations of powers; (2) provision for declaration of principal due and payable in event of default of interest or other default, and waiver; (3) percentage of outstanding bonds controlling trustee.

F. Purpose of issue and application of pro ceeds, similar to that called for by paragraph L of the "Requirements for Listing Stock." G. Disposition of bonds refunded and mort gage securing same.

Requirements for listing of additional amounts. Refer to previous applications and last appli cation by number and date; and recite: A. Title of corporation and name of State au thorizing incorporation.

B. (1) Securities applied for; (fl) amounts authorized; (3) authority, including (a) action by stockholders, (b) by directors, and (c) by public authorities, etc.

C. (1) Dividends (2) by constituent, subsidi ary, owned, or controlled companies, since pre vious application.

D. (1) Purposes of issue; (2) application of proceeds; (3) amount, description, and disposi tion of securities exchanged for new issues; (4) additional property acquired or to be acquired, with particulars as required by paragraph IC of the "Requirements for Listing Stock." E. Income account and balance-sheet of recent date, with similar figures for constituent, subsidi ary, owned, or controlled companies.

F. Names of officials, location of offices, place and date of annual meeting, as covered by para graphs, Q, R, and S of "Requirements for List ing Stock." (Note) Increases of capital stock are not eligible for list ing until thirty days after notice of increase, or proposed increase, has been given the Exchange; increases of stock by conversion of listed bonds (of which notice shall be given the Exchange) may be immediately listed by the Committee and registration authorized.

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