EMERSON C. HARRINGTON, GOVERNOR. 1221

stated in articles of amendment when such, amendment or
amendments is or are made under the provisions of Sec-
tions 24 to 28, inclusive, of this Article; and no amendment
not authorized by said Sections may be made, but this provision
shall not prevent the issuance of an amount of stock of the new
corporation greater or less than the stock of the consolidating
corporations for which it is exchanged. The agreement of con-
solidation shall first be submitted to the boards of directors of
the consolidating corporations which shall each pass resolutions
declaring that such consolidation is advisable and calling sepa-
rate meetings of the stockholders of the respective consolidating
corporations to take action thereon. The meeting of the stock-
holders shall be duly warned in the manner provided in Section
15 of this Article. If said agreement of consolidation be ap-
proved by the affirmative vote of two-thirds of all of the shares
(or, if two or more classes of shares have been issued, of two-
thirds of each class), outstanding and entitled to vote, of each
consolidating corporation at such separate meetings, it shall be
signed and acknowledged in the names of the respective consoli-
dating corporations on behalf thereof by their respective presi-
dents or vice-presidents with their respective corporate seals at-
tached, attested by their respective secretaries or assistant sec-
retaries. There shall be attached to said agreement of consoli-
dation the affidavits of the chairmen or the secretaries of the re-
spective stockholders' meetings that the same was duly advised
by the boards of directors and approved by the stockholders of
their respective corporations. Said agreement of consolidation, to-
gether with a copy thereof, shall be delivered to the State Tax
Commission, which, upon the payment, and not before, of the
recording fees for which provision is hereinafter made, and
upon the payment, and not before, of the bonus tax prescribed
by law, if any payable, as in the case of a certificate of incor-
poration, shall receive the same for record and endorse thereon
the date and time of such receipt and promptly record the same
as in the case of a certificate of incorporation. After such re-
cording the State Tax Commission shall transmit the original
agreement of consolidation to the Secretary of State, by whom
the same shall be again recorded, and shall transmit a copy
thereof duly certified by it to the Clerk of the Circuit or Su-
perior Court (according to the location of the principal office
of the corporation as stated in said agreement of consolida-
tion). by whom the same shall be again recorded. The State
Tax Commission shall prepare a certificate or certificates