1. A border and tint plate from which a color should be printed underlying important parts of the face printing.
A face plate containing the vignettes and descriptive or promissory parts of the document. This should be printed in black, or in black mixed with color.
Everything must be done to make as effec tual security against counterfeiting as pos sible. Classes and denominations of securities should be made distinguishable by printing them in different colors. The entire amount of the capital stock of a corporation which has listed its stock on the Exchange must be transferable at the transfer office in the Bor ough of Manhattan. If a corporation also makes a transfer of its shares in other cities, all certificates must, nevertheless, be inter changeable and identical in color and form. The corporation must not make any change in the form of a security without the approval of the Stock Exchange authorities.
The Committee of the Governing Board of the Stock Exchange, which considers all appli cations for listing and reports on them to the Board, is called the " Committee on Stock List." Besides the requirements already stated, in the case of bonds, it also makes the following stipulations: The panel, coupons, and denomination of bonds must be engraved and printed in a manner satis factory to the Committee; coupons must bear a vignette.
The text of bonds should recite conditions of issuance, terms of redemption, by sinking fund or otherwise, default, interchangeability or ex changeability of coupon and registered bonds, and conversion into other securities.
Registered bonds must carry a power of assign ment in such form as the Committee may ap prove.
The Committee recommends that registered bonds be made interchangeable with coupon bonds.
Registered bonds interchangeable with coupon bonds and coupon bonds exchangeable for fully registered bonds shall bear a legend reciting the fact.
Coupon bonds issued in denominations of less than $1000 should provide for exchangeability into coupon bonds of $1000, the smaller bonds to bear a legend reciting such privilege.
Registered bonds made such by detaching cou pon sheets are not eligible for listing.
In the case of stock the Committee makes these requirements: The border and tint plate for one-hundred share certificates of stock shall have said denom ination engraved thereon in words and figures; the plates for smaller amounts shall bear some engraved device whereby the exact denomination of the certificate may be distinctly designated by perforation; also conspicuously upon the face the words, "Certificate for less than one hundred shares."
Certificates for common and prcferred stock shall recite preferences of the preferred.
Certificates of stock should recite (1) owner ship; (2) par value; (3) whether shares are full paid and (4) non-assessable; (5) terms of redemp tion; (6) preference as to dividends; (7) distri bution of assets upon dissolution or merger; (8) voting power, or (9) other privilege; and must (10) bear the following legend: — "This certifi cate is not valid until countersigned by the trans fer agent, and registered by the registrar." Though a detailed statement of the infor mation required by the Exchange will make somewhat tedious reading, besides conveying the precise information, the reader can make it serviceable by way of a partial review of the subject of "Corporation Finance." Re quirements stated are as of the 1st of January, 1916. The applicant for listing must file the following papers: — For stocks: 1. Seven copies of charter, with amendments to date, one copy attested by the Secretary of State where incorporated or other proper public authority.
2. Seven copies of by-laws, with amendments, one copy attested by secretary of corporation.
3. Seven copies of leases and special agree ments, one copy of each attested by secretary of corporation.
4. One copy of resolutions of stockholders and directors authorizing issue, each attested by sec retary of corporation.
5. One copy of resolutions of board of directors or executive committee, attested by secretary of corporation, authorizing, by name, official to ap pear for listing securities.
6. Opinion of counsel (not an officer or director of the corporation) as to legality of (a) organiza tion, (b) authorization, (c) issue, and (d) validity of securities.' 7. Detailed distribution of securities.
8. One copy of resolution appointing transfer agent and registrar, attested by secretary of cor poration.
9. Certificate of proper public authority for issue.
10. Certificate of registrar of amount of securi ties registered at date of application.
11. Report of a qualified engineer covering actual physical condition of property of recent date.