The herald., 1913-10-09

shall sell his stock to any person until he
| has first offered 1t TO the board OF directors
| OF said corporation at its then book value
and il shall be optional for this corporation
| to refuse TO recognize any transfer of stock
made in violation Of this provision.
| This corporation shall be a going concern
as soon as three thousand (S3O00OO) dol
lars OF its capital stock shall have been
subscribed and paid for as herelnbefore pro-
| vided.
| ARTICLE V.-An the powers of this cor
IpOrati0n shall be vested In, and the manage
ment and control Of its affairs shall be ex-
ercised by Board OF Directors, to be com
posed OF three stockholders any two OF
whom shall constitute quorum for the. tran
The first Board OF Directors shall be COM
posed Of Victor CorranO. George J. Catoleas
and f. Roses. The officers of the first board
shall be Victor Carrano, president f. Roses
Ivice-president: and George ]. Cajoleas sec
retary- treasurer. Said Board Of Directors
and Officers shall serve and remain In Of
which date annually thereafter the Board OF
Directors shall be elected by the stockholders
lat a meeting called for that purpose All
directors and Officers shall hold Office until
. their successors are elected and qualified
and any failure to elect directors shall NOT
be regarded as forfeiture OF this charter.
In the election OF Directors each stock
holder shall be entitled to one vote FOR zach
share Of stock held by him. which must be
cast either In person or by duly authorized
proxy and the majority OF votes cast shall
eject Any vacancy occurring In the BOARD
OF directors, may be filed by the remaining
directors Tor the unexplred term At the
nrst meeting of the Board OF Directors
AFTER their election and qualification. thew
ShalI elect from among their number a Presi-
Ient, Nice-President. and a Secretary
ARTICLE vI.-An the meotIngs ~ Tho
stockholders shall be called by written no
ice mailed to the last known address OF
Ga aS st0ckh0lder, not less than thirty days
before the date fixed for such meeting nm
less said notice has been waived In with,
by the stockholders
ARTICLE VII.-Ths act OF incorporatIon
may DC manded modified, changed or altered
or tlls corporation may be- dissolved with
the assent OF the stockholders holding and
owning three-fOurths OF the capital stock
thercDf who may DE present or represented
AT general meeting Of the stockholders con-
vened for that purpose, and OF which due
notice has been given.
Whenever this corporation shall be dis
solved either by limitation or from any
other cause its affairs shall be llquidatcd by
three 90 commissioners, 10 be appointed for
that purpose, from among the stockholders,
at a meeting Of the stockholders convened
for that purpose; said commissioners shall
remain In Office until the affairs OF said cor
poration shall be fully and finally liquidated.
Any vacancy occurring among the liquidat-
Ors, from any cause whatsoever, shall be hll-
ed by the remaining commissioners.
ARTICLE VIlI.-No stakeholder shall
ever be liable or responsible for the contracts
or faults OF this corporation In any further
sum than the unpaid balance due by MN on
the shares OF stock subscribed 10 or owned
by him nor shall any mere lnfOrmality In
the organization Of this corporation have
the effect OF rendering this charter null, or
OF exposing the stockholders to any further
liability than the unpaid amount which may
be due on his stock subscription.
The list OF subscribers hereto annexed
shall serve as the original subscription list
Of this corporation.
Thus done and passed In my notarial Of
| fee in the city OF New Orleans, In the
presence OF Messrs Otto T. Hazenkampf and
| EldOn ;. Lazarus, competent witnesses, OF
! lawful age, and residents OF this city and
parish who have hereunto subscribed their
/ names, together with the said appearers and
me. notary, after due reading OF the whole.
(Sgned) Victor CarranO, % shares az
! $4,000; George J. CajOleas, "a shares at
! 10000; F. Roses, l share at $4,000. wit
| nesses) Eldon 5. Lazarus Otto J. Hasen-
kampf. II. MICHEL, Not Pub.
/, 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
CarranO-Ca jOleas Liquor Co. was this day
duly recorded In my office IN book lll9, folio
l.. New Orleans Sept. 18th, 1913
(Signed) EMILE J. LBoSARD,
by. Rec.
A true copy from my records:
H. MICHEL,
(SeaD Not Psb.
sep rs oct o 10 % 80