The herald., 1912-10-31
scribed for.
ARTICLE V.

All the corporate powers Of this corpora
ton and the management and control OF It's
affairs shall be vested in and exercised by
a board of directors, composed of three
stockholders, a majority of whom shall con-
stitute a quorum for the transaction of all
business. These directors shall be elected
annually by the stockholders at meeting
to be held at the dOmicile OF the corporation,
on the first Tuesday of January OF each
year. Each stakeholder shall be entitled,
in person or by written proxy, to vote Tor
each share Of stock owned by him and all
elections shall be held under such rules and
regulations as may be determined by the
board of directors. The directors thus
elected shall continue In office for one year
elected and have qualified No failure to
elect shall be regarded as forfeiture OF
this charter. Any vacancy occurring in the
board shall be filled by the remaining direc-
tors for the unexpired term. The board of
directors shall at their first meeting after
their election, by viva voce vote, elect from
among its number president, ylceIpresl-
dent and a OBSERVATION-DISCLOSURES. The said
board OF directors shall have power TO make,
and from time to time, amend, bylaws,
rules and regulations for the conduct OF the
affairs of the corporation, and TO employ
and dismiss managers, clerks and other en-
ployees of the corporation as the interest
and business of the same may require. The
board shall also have full power and au-
thority to borrow money, issue notes ana
other obligations, and generally to do all
Of the business of the corporation. Any OF
the directors shall have the right to APP
point, by a written instrument, another d.
rector or stakeholder to act as his proxy
and In his stead, at any and all meetings OF
the board of directors.
The first board of directors of this cor
poration shall consist of Joseph Ragusa,
Salvatore Ragusa and Alfred Ragusa, with
gusa as yice-president and Alfred Ragusa as
OBSERVATION-DISCLOSURES. Said directors to re
main In office until the election to be held
In January, nineteen thirteen, or until their
successors are elected and qualified, said Of
icers, however, holding their offices only at
the pleasure of the board.
ARTICLE VI.
No stakeholder shall ever be held liable
or responsible for tie contracts, faults or
debts Of this corporation, nor shall any mere
informality in organization have the erect
of rendering this charter void or OF expos
ing a stakeholder to any liability beyond the
unpaid balance due on the shares owned Dy
him.
This act Of Incorporation may be changed,
modified or altered, or this corporation may
be dissolved with the assent of Its stock
holders owning three-fourths of the capital
stock of the corporation present or repre-
scented by written proxy at general meet
ing convened for that purpose after legal
notice in writing shall have been given
through mail to each stockholder at his
last known place Of residence. In case or
dissolution by the expiration OF this char
ter or otherwise, the stockholders shall elect
one liquidator from among their number TO
settle and wind UP the affairs and business
of this corporation.
ARTICLE VIII.
In order that this charter may act as the
original subscription list made for the pur-
pose of organizing this corporation, the In
have signed their names hereto
and placed opposite to their names the num-
Der Of shares subscribed by each.
Thus done and passed. In my office In the
city of New Orleans, state OF louisiana,
aforesaid on the day and the month and year
Messleurs VOORHEES, and Geo. Wolfe, COM
petent witnesses, who have hereunto signed
their names with the said appearers, and
me. notary, after due reading of the whole.
LEWIS X. GRAHAM,
Not. Pub.
New Orleans, La.
I. the undersigned recorder OF mortgages
In and for the parish Of Orleans. state OF
Louisiana, do hereby certify that the above
and foregoing act OF incorporation OF the
Ragusa Grocery Company, incorporated, was
this day duly recorded in my office In book
1855, folio =.
New Orleans, La, Sept. 81, 1912.
(Signed) EMILE LEONARD, by. II.
| hereby certify that the above and fore
going is a true copy OF the original act on
file aud extant In my notarial records.
New Orleans, La, Sept. 81, 1912.
LEWIS r. GRAHAM, Not. Pub.
sept 90 oct 3 10 II "a 81