CORPORATIONS. 663

for his stock shall cease, if at any time prior to the entry of any decree
herein provided for, the defendant corporation shall make it appear to
the court that the agreement of sale, lease or exchange has heen rescinded
by appropriate corporate action, so that the stock of such dissenting share-
holder remains unaffected thereby; and provided further, that the provi-
sions of this section and of the three' preceding sections shall not impair or
affect in any way any restrictions, limitations or other provisions, contained
in any ordinance granting or conferring any franchise heretofore passed
by any municipal corporation of this State prohibiting, limiting or restrict-
ing the transfer or assignment of such, franchise.
Capital Stock.

An. Code, sec. 33. 1908, ch. 240, sec 33.

37. Each stockholder shall be entitled to a certificate which shall be
signed by the president, or vice-president, and by the secretary or assistant
secretary, or treasurer or assistant treasurer of the corporation and sealed
with its seal—which shall certify the number of shares owned by him in
such corporation. All certificates for stock which is restricted or limited as
to its transferability or voting powers, or which is preferred or limited as
to its dividends, or as to its share of the principal upon dissolution—shall
have a statement of such restriction, limitation or preference plainly
stated thereon.

As to the capital stock of railroad companies, see sec. 198, et seq.

An. Code, sec. 34. 1904, sec. 408. 1888, sec. 294. 1868, ch'. 471, sec. 219. 1880, ch. 474.
1908, ch. 240, sec. 34. 1916, ch. 596, sec. 34. 1922, ch. 309, sec. 34.

38. Every corporation may create two or more classes of stock with
such preferences, voting powers, restrictions and qualifications thereof not
inconsistent with law as shall be expressed in its charter. It may be pro-
vided that the holders of a certain class or certain classes of stock shall
receive and that the corporation shall be bound to pay fixed annual divi-
dends thereon, to be expressed in the charter, payable quarterly, half
yearly or yearly, before any dividend shall be set apart for or paid to the
holders of some other class or classes of stock, and such dividends may be
made cumulative; any class or classes of stock may be preferred as to its
or their distributive share or shares of the assets of the corporation upon
dissolution; but, in case of insolvency, the debts and other liabilities of the
corporation shall be paid before any payment or distribution is made to
the holders of any class of stock; and stock preferred as to dividends or
having a preference as to its distributive share of the assets of the corpora-
tion upon dissolution may be made subject to redemption at not less than
par at such times and prices as may be determined in such charter; stock
so redeemed shall have the status of authorized but unissued stock of the
corporation. Nothing in the laws of this State shall be so construed as to
limit the dividend on any class of stock to six per cent, per annum if a
greater or less dividend be provided to be paid on such stock. Within the
meaning of this section and the other sections of this Article the classes of
capital stock of any corporation, the preferences, voting powers, restrictions