St. Paul daily globe., 1888-06-01
ALL MEN BY THESE PRES

X NOW ALL MEN BY THESE PRES
IL ents that we, whose names are here
unto subscribed, have agreed to associate.
ana do hereby associate ourselves to
getner tor the purpose of becoming
a body corporate under and by virtue of
the provisions of title two (2) of chapter
thlrty-tour (34) of the General Statutes of the
STATE OF Minnesota and the acts amendatory
thereof, and to that end and for that pur-
pose have adopted and do hereby adopt and
sign the following articles of incorporation:
arucle 1.-The name of the corporation
shall be 1.-THE D. D. Lambie Dental and
Soea sargicai Instrument Company and the
manufacturing buying, selling and dealing
IN an KINDS of dental and surgical instrli-
menls, appliances, supplies and merchant
use, nS,,ir" win IN, fuil power and authority TO
OF any and all kinds of property, of whatso.
ever kind or nature, and to transact all
business and do any and all acts and things
WNnatsoever, necessary, proper, convenient,
desirable or incidental to the Carving ON Of
the business above mentioned, or to the
conducting or management of any of the
business of said corporation.
Inc principal place of transacting the
business OF said corporation shall be at the
Minnesota e' ~
Art. 1.-The time of the commencement of
saiu Sd corporation shall be the twenty-fifth day
OF May, A. ID; 1888, and the period of its
Art 3-The amount of the capital stock
OF sald corporation shall be forty thousand
lS4O,oo0) dollars, ana shall be paid in in
money or Its equivalent in merchandise or
oud ouder properly, as the board of directors may
oroer or agree upon at the time of the is
stock. Va S''-'
Art. 1.-THE highest amount of indebt.
ea eSngss S OF llaElllty to which said corporation
sHaii a at any time be subject shall be the sum
oI hIteen thousand CSl5, ,OOO) dollars.
Art. o-The names and place of residence
OF the persons forming this association for
iiacoTpoTailon ia are: David D. Lambie, Will
IN the city of st. Paul, county of Ramsey
state of Minnesota.
Art. 6-The government of said cornors
t tlon ana the management of its affairs shall
be vested in board of three directors all of
Whom shall be elected from and by the stock.
hoiders at the annual meeting of such stock.
holders to be held at st. Paul, Minnesota. on
the first Monday of July of each year
or at such other time or meeting as the
stockholders may hereafter by resolution OF
bylaw prescribe
Inc following named persons shall con.
Stitute the first board of directors, viz: David
u. LamDte, William E. Hail. William L. Wight
ana snail mold their office until their success.
sors are elected and qualified. Said first
BOARD OF directors may adopt such bylaws
as they deem proper for the government OF
saia corporation, which bylaws shall remain
the stockholders at a regular meeting or
special meeting thereof, called for thai
purpose,
The officers of said corporation shall con
slst OF a president, secretary and treasurer
ana such other officers as may hereafter bf
prescribed by the bylaws. All officers shall
De elected IN such manner, at such times, fol
such periods, and shall perform such dutiel
as may be prescribed by the bylaws
until their successors are elected and ouaL
lhed, David D.. Lambie shall be president
ana treasurer, and William L. Wight secre
tary OF said corporation
Art: THE corporate stock of said cor
p,oration shall be divided into four hundred
shares OF one hundred (S10O) dollars each.
NO sale, transfer Or other disposition OF
any OF the shares of said capital stock shall
at any Tune be made by the owner or holder
tnereo1 unless he shall first give notice in
writing to the secretary or president of said
corporation OF his desire to sell, transfer. OF
dispose OF the same; and said corporation
Shall, for period of thirty (30) DAYS after the
receipt of such notice, have the prior right
to purchase said stock, if the board of di.
rectors shall SO elect, at its then actual
value
Provided, however, that the board OF
directors may by resolution waive sncY ripbi
TO purchase said stock. Any sale or transfer
to persons other than to said corporation. OF
any OF the stock of said corporation contrarI
to the provisions of these articles. or befori
the explratisn of thirty (3O) days from thi
recent by said corporation of the notice
above specifed-unless the right of said cor
poration to purchase said stock shall bt
waived as herein provided-shalI be abso
lutely null and void
In witness hereof we have hereunto set ou
names and affixed our seals, this 18th day OF
May, 1883.