GP's Capitalization Clause Samples

GP's Capitalization. The authorized capital stock of GP consists of 50,000 shares of common stock, par value $ 1.00 per share, of which 43,610 shares are validly issued, fully paid, nonassessable and outstanding, and 1,000 shares of Class A, nonvoting (except as to matters affecting such Class), 6% preferred stock, of which 673.063 shares are validly issued, fully paid, nonaccessable and outstanding. No dividends or distributions can be declared or paid on the common stock while any dividends are due and unpaid on the preferred stock. All outstanding shares are duly authorized, fully paid, validly issued and nonassessable in accordance with applicable law. No dividends or other distributions of the assets of GP have ever been declared or paid on the common stock of GP. The preferred stock has been issued to the holders of debt of GP, without modification of other rights of those creditors. When all of the debt for which particular shares have been issued is paid, plus accrued dividends thereon, the shares should be considered to have been redeemed.