The herald., 1913-09-25

that name it shall have and enjoy corporate
existence for a period OF nlnety-nine years
from date hereof unless sooner dissolved as
hereinafter provided; 1t shall have power
TO contract, sue and be sued to make, nave
and use a corporate seal and the same 10
break at pleasure; to receive, purchase,
hold, lease sell, transfer, convey, as well
as mortgage and hypothecate, In Its cor
sonai, movable and immovable; to name, ap-
point or employ such officers, directors, man
ayers and agents and clerks, as the busl.
ness Of the said corporation may require, and
TO make and enact such bylaws, rules and
regulations as may be necessary and
proper for its good government.
ARTICLE U.-The domicile Of this cor
poration shall be and is hereby fixed In the
City OF New Orleans, State OF Louisiana ;
and all citation or other legar processes
shall be served upon the president, and, In
his absence, upon the vice-preSident, and, In
the absence or disability of both, then upon
the secretary OF the corporation. And all
deeds and documents representing the pur-
chase, sale or mortgage of real property,
shall be signed by the president and Sec
Itary.
ARTICLE III.-The objects and purposes
for which this corporation Is organized and
the nature Of the business to be carried on
as follows To buy. sell and otherwise deal.
at wholesale or retail, in groceries, dry
goods boot sand shoes, wines and liquors:
tobacco and cigars, and goods, wares and
merchandise OF all KINDS.
ARTICLE IV.-The capital stock Of this
corporation f. hereby fixed at five thousand
dollars ($5,0OO.0O), divided into and repre-
scented by two thousand five hundred shares
Of the par value of two dollars $4,000
each, payable in cash, services rendered or
other equivalent. and at such time and In
such manner and under such terms and con-
ditions as the board of directors may d.
shall be signed by the president and the
secretary of the corporation and said cor.
poration shall become going concern and
shall be authorized to begin business as soon
as one thousand dollars Isl 00000) Of its
capital stock shall have been subscribed. All
transfers of stock of this corporation shall
be entered and registered In its stock book
and no transfer OF stock shall be In any
manner or to any extent binding upon the
corpora ton until so entered and registered
ARTICLE V.-Any stakeholder desiring ia
dispose Of his stock shall first offer 1t to the
corporation or to any one or more of the
other stockholders thereof; and 1t shall be
the duty OF the board of directors to notify
each stakeholder, In writing, Of said offer
from the date of said notice within which
to accept said offer and purchase said STOCK
at its face or book value. And no stock
holder of this corporation shall institute any
proceedings for the liquidation Of said cor
poration until he shall have first offered hi:
STOCK in writing, to the corporation and tbs
same shall have been refused.
| ARTICLE VI.-All the powers of this cor
poration shall be vested In and exercised
| by a board Of directors, composed of sever
stockholders, including the officers, an,
five of which shall constitute quo
rum for the transaction Of all business
said board to be elected annually b!
ballot at a general meeting to be hell
on the first Monday Of September Of eacl
and every year, the first election under thi
charter to be held on the first Monday o
September, A. u. 1914. Immediately afte
their election the members Of said boar
Of directors shall elect from that body
president, vice-president, secretary AM
a treasurer. The president Of the corpora
ton shall ex-oficio be general manager o
all business carried ON by It. At all cleo
lions each stakeholder shall be entitled t
owned by him, to be cast by himself in per
son or by written proxy. Notice of sal
elections shall be given by ten days pre-
vious notice Of the meeting Of stockholder
| of said corporation for said purpose, by mai
ing to each stockholder a written or printe
notice to his latest known place of Of res
| dence, signed by the secretary, or the SEE
rotary may deliver said notices in person
| At all meetings Of the stockholders, an
upon all questions which may arise, a ms
| jority Of all the stockholders present an
voting shall carry the point at issue, an
| each share of stock shall be entitled to ON
vote. Until the election hereinabove pr,
vided the following shall constitute the firs
board of directors and officers Of this CO..
poration, namely: Soloman Morgan, Nose
| 6aIley, Frank Smith, Henry Jones, Pete
Solomon Morgan as president, Frank Smit
as vlce-president, Moses Bailey as treasur'
and Henry Jones as secretary, who sha
hold office until their successors are electt
and indicted into Office at the general NEE
ing to be holden on the first Monday
September, A. u. 1914.
| ARTICLE VII.-All funds Of this corpor
ton shall be deposited In a chartered bar
or banks Of the City Of New Orleans, Sta
Of Louisiana, to be selected by the board
directors and checks for the payment of q
moneys shall be drawn by the secretary al
countersigned by the president OF the corp
ration: and all bills shall be audited by q
president, or, In his absence, by the vic
president. before payment.
, ARTICLE VIII.-This act Of incorpor
tion may be changed altered or amended.
, said corporation dissolved by a vote of tw
!, thirds, In amount of the capital sto
, thereof at a general meeting OF the stoC
. holders convened for that purpose after Z
, days previous notice shall have been Civ
/ Of said meeting by mailing to each stoC
i holder at his last known place OF reslden
i a notice thereof
ARTICLE IX-whenever this corporate
: is dissolved, by Limitation or otherwi
three liquidators shall be elected by {
5 stockholders at a geenral meeting Of [
stockholders called for that purpose afi
; ten days previous notice, as above provide
who shall continue IN Office until the aha
e of the corporation are fully liquidated a
settled; and In the event Of death or di
y bility Of any one Of said liquidators