The Minneapolis journal. [volume] (Minneapolis, Minn.) 1888-1939, 1902-02-14
One CENT A WORD.
ARTICLES OF INCORPORATION OF THE
- -GQQDEEiI. L QW DRY GOODS co ------

for tne purpose OF organizing q corporation
] under and according to the provisions of title
two ~, of chapter thirty-four go of the
| General Statutes, 1878, Of the state of Mime
sofa, and the laws amendatory thereof, being
| the same title and chapter Of the general stat
| utes of the state of Minnesota for 1894, we, the
| undersigned, hereby associate ourselves by
these articles OF agreement in writing under
| the name herein assumed by us for the pur-
pose of carrying the business herenbelow
| named, and do hereby constitute ourselves,
our associates, successors and assigns, a body
| corporate and polite under said name.
ARTICLE l.
| The name of this corporation shall be
.'Goodfellow Dry Goods CO.. The general
nature Of its business shall be to buy.
sell, hold, manufacture and deal in dry goods,
| general merchandise and personal property;
and transfer notes, mortgages, bonds, securi-
ties, real estate and property of all kinds.
aud to do and perform all acts necessary or
convenient for the prosecution of such busi-
! ness. The principal place Of transacting said
| business shall be at the city of Minneapolis,
In Hennepin county, state OF Minnesota.
ARTICLE II.
| The time OF commencement Of this corpora
| ton shall be the 10th day Of February, A. D.
| 1907, and the period Of Its continuance shall
DO thirty 500 years.
| ARTICLE III.
| The amount OF capital stock of said COR
poration shall be two hundred thousand dol
| lars (S200, 00000)> Said capital stock shall be
| paid IN at such times and in such manner AZ
| shall be provided by the board Of directors.
| ARTICLE w.
The highest amount Of indebtedness OF la
| bility to which said corporation shall at any
time be subject is two hundred thousand
dollars 2oo,00ooo).
The names and places OF residence OF the
persons forming this association for 1ncer-
poration are George D. Dayton, residing at
siding at Minneapolis, Minnesota; Jonathan
B. Mosher, residing at st. Paul, Minnesota;
D. Draper Dayton, residing at Worthinston,
Minnesota, and Frank H. Carleton, residing
at Minneapolis. Minnesota.
- ARTICLE vi.
The government Of this corporation and the
management of its affairs shall be vested in
board Of FIVE directors, which board OF
directors, except the first hereinafter named.
shall be elected annually by and from the
stockholders of said corporation at the an
ing shall be held he ID on the arst tuesday after
commencing with the year 1908. The names
of tbs first board Of directors of this corpora
ton are George D. Dayton, George Loudon,
anI H. carston inc dssctors above so
named and the directors elected at the annual
meetings aforesaid. shall hold Office after
| their election until the succeeding annual
meeting of the stockholders Of said corpora
| ton, and until their successors are elected
and qualified and shall have entered upon
me s discharge On OF their duties Vacancies IN
| filled by the board Of directors At any regular
| or special meeting.
The officers OF said corporation shall be q
president, vice president, secretary and treas
! urer; any Two OF said Offices. except those OF
president and vice president. may be held by
the same person. and the officers OF said cor
poration shall be elected annually by the
| board Of directors at their annual meeting.
which shall be held Immediately after the an
nual meeting OF the stockholders. and the
officers so elected shall hold Office after their
election until the succeeding annual meeting
and until their SUCCESSORS are elected and
qualified and shall have entered upon their
duties. The first officers Of this corporation
| shall be George D. Dayton, president; Jona-
than B. Mosher. vice president, and George
Loudon. secretary and treasurer, all OF whom
elected and qualified and shall have entered
| upon their duties.
The board Of directors shall have the power
| to appoint such other officers and agents and
designate their duties as said board shall
deem necessary for the proper conduct of the
business of said corporation.
Regular and special meetings OF the stock
! holders and directors may be held at such
| times and under such rules may be pre-
scribed by the bylaws. Of said corporation.
| but the first meeting Of the board OF direc-
| tors shall be held at said city OF Minneapolis,
| at room 600, New York Life building, on the
18th day Of February. A. D. 1902, at 10 O'Clock
a. H., and the first meeting OF the stock
! holders of said corporation shall be held at
the same place on said 18th day of February,
A. D. 1902, at O'Clock a. m.
ARTICLE VII.
The capital stock of this corporation shall
be divided into two thousand (2.00O) shares
of one hundred dollars (s10O) each. No stock
holder shall sell his stock in said corporation
without first giving the secretary of said cor
poration fifteen days notice Of such intend
ed sale and the price desired, and within the
period of such notice the corporation or Its
stockholders shall have the first option to
purchase the same at said price. or at such
price as the owner can obtain.
In testimony whereof. we have hereunto
set our hands and seals this fifth day Of Feb
''~'' A. GG9RSH p; a DAYTON {sss1}}
G5SRgH koY b KOSHER {ssaI:}
FRANZ AK II. IL c1RLEToN tssai.}
= S sf $! % +: q Gross. y
As to George D. Dayton, George Loudon,
Jonathan s. Moshsr and Frank H Garlic
ton.
T. B. Jackson. Jr..
K. G. Wright, ...
As to D. Draper Dayton
STATE OF MINNESOTA.
County of Hennepin-ss
On this fifth day Of February. A. D. 1902,
nTteu me- Mosee m
and Frank H. Carleton, to me personally
known to be tho same persons described in
ana VINO executed Lne foregoing ARTICLES OF
incorporation, and they severally aokn9wF-
edged that they executed the same as their
NORTON NJ. CROSS,
Notary Public, Hennepin County, State OF
Minnesota.
[Notarial seal.1
STATE OF NEW JERSEY,
County Of Mercer-ss.
On this seventh day of February, A. D.
1907 before me, personally appeared D.
Draper Dayton, to me personally known to be
cuted the foregoing articles Of Incorporation.
and he acknowledged that he executed the
same as his free act and deed
T. 3. JACKSON. JR.,
Notary Public, Mercer County. State Of New
[Notarial seal1
OFFICE OF REGISTER OF DEEDS.
STATE OF MINNESOTA.
County of Hennepin.
was filed for record in this Office on the 18th
day OF February, A. D. 1902, at 2 o'clock p.
M, and was duly recorded In Book 50 OF
Misc. page sol.
GEO. c. MERRILL.
Register of Deeds.
By A. W. Skog, Deputy Register of Deeds
STATE OF MINNESOTA,
Department of State.
I hereby certify that the within instrument
day of February, A. D. 1902, at o'clock p.
M, and was duly recorded in book B3 Of
Interpretations, on page -.
P. E. HANSON.
Secretary OF State.
STATE OF MINNESOTA, COUNTY OF HEN
Observation-Disclosures Court Fourth Iudfcfal