The herald. [volume] (New Orleans, La.) 1905-1953, 1913-10-16

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MORGAN JONES COMPANY

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LEANS. CITY OF NEW ORLEANS.
he II known. That on this 18th day Of tn,
month of September. IN the year Of our Lor,
lone thousand. nine hundred and thirteen
and OF the independence OF the United state,
lur America the one hundred and thirty
Iclghi before me. Martin : MahOnev 4 no
Itary public. duly commissioned and quail
fed in and for this CITY and Parish OF Or
leans. therein residing and In the presence
Iof the witnesses hereinafter named and m
Id"rSi-ncd, personally came and appeared the
several persons whose names are hereuntO
subscribed. who declared that. availing
themselves OF the provisions OF the COnStitu.
Iton and the laws Of this State relative e.
ne formation OF corporations, especially Of
subsequent amendments. have formed and
do hereby form themselves. as well rs all
such other persons who NAV hereafter be-
leone associated with them into a CORPORA
ton and body polite in law, for the objects
and purposes and under the agreements.
lstpulations and conditions following, to-
Iwit:
ARTICLE 1.-The name, style and title
of this corporation shall be the "MORG AN
* JONES COMPANY. LIMITED" and by
that name 1t shall have and enjoy corpora te
existence for a period Of ninety-nine years
/ from date hereof unless sooner dissolved as
| Hereinafter provided: IL shall have power
| TO contract, sue and be sued; TO make. have
and use a corporate seal and the same to
| break at pleasure; TO receive. purchase.
| hold, lease, sell, transfer convey, as well
as mortgage and hypOthecate. In its cor
Iporate name. property both real and per-
Isonal, movable and immOvable: to name ap-
| point or employ such officers. directors, man
ayers and agents and clerks, as the bust
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.-Thc 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
1.-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
tary.
ARTICLE III.-The objects and purposes
for which this corporation IS organized and
the nature Of the business 10 be carried on
and conducted by IL is hereby declared to be
as follows: To buy, sell and otherwise deal,
at wholesale or retail, in groceries, dry
goods. boot sand shoes, wines and liquors.
merchandise Of all kinds.
ARTICLE IV.-The capital stock OF this
corporation Is hereby fixed at five thousand
sented 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. /
rect and prescribe All certificates OF stock /
shall be signed by the president and the |
secretary of the corporation and said cor |
pOratiOn shall become a going concern and |
shall be authorized TO begin business as soon |
as one thousand dollars Isl .000. 00) of its |
capital stock shall have been subscribed. All |
transfers of stock of this corpora ton 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 |
ton until so entered and registered. |
ARTICLE V.-Any stockholder desiring to |
dispose of his stock shall first offer 1t to the |
or to any one or more of the |
other stockholders thereof: and Il shall be /
the duty Of the board of directors to notify |
each stakeholder, In writing, OF said offer |
and each stockholder shall have ten days |
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 |
pOratio until he shall have first offered his |
stock, in writing. to the corporation and the |
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 seven
stockholders, including the officers. any
five Of which shall constitute QUO |
rum for the transaction of all business : |
said board to be elected annually by /
ballot at a general meeting to be held |
on the first Monday Of Se2tem Der of each |
and every year: the first election under this |
September, A. u. 1914. Immediately after |
their election the members Of said board /
Of directors shall elect from that body a |
president, vice-president, a secretary and |
a treasurer. The president Of the corpora
ton shall ex-officiO be general manager of |
all business carried on by It, At all cleo
tons each stakeholder shall be entitled to
)ne vote for each and every share OF stock
owned by him, to be cast by himself in per-
son or by written proxy. Notice of said |
elections shall be given by ten days pre-
vloUs notice Of the meeting Of stockholders
1f said corporation for said purpose, BY mail
ing TO each stockhoder a written or printed
notice to his latest known place OF Of resi-
tence. signed by the secretary, or the sec
At all meetings Of the stockholders, and
lpOn all questions which may arise a ma
Ority Of all the stockholders present and
7oting. shall carry the point at issue, aud
7ote. Until the election hereinabove pro-
7ided the following shall constitute the first
'oard Of directors and officers Of this cor
)oration, namely: SOloman Morgan Moses
,aIIey, Frank Smith. Henry ZONES Peter
'larke, Ned Stokes and Rickson Bailey. with
Solomon Morgan as president, Frank Smith
is vice-president. Moses Bailey as treasurer
md Henry Jones as secretary, who shall
lold office until their successors are elected
nd Indicted into Office at the general meet
ng TO be holden on the first Monday Of
september, A. D. 1914.
ARTICLE VII.-Al funds Of this corpora
ion shall be deposited IN a chartered bank
r banks OF the City Of New Orleans, State
4 Louisiana, TO be selected by the board Of
directors: and checks for the payment Of all
moneys shall be drawn by the secretary and
by the president OF the corpo-
alton: and all bills shall be audited by the
resident, or, in his absence, by the vice
resident. before payment.
ARTICLE VIII.-Thls act OF incorpora-
Ion may be changed, altered or amended. OF
aid corporation dissolved by a vote Of two
birds. In amount Of the capital stock
hereof, at a general meeting OF the stock
olders convened for that purpose after ten
- 1
Z said meeting by mailing to each stock
older at his last known place OF residence
notice thereof.
ARTICLE IX.-Whenever this corporation
dissolved. by limitation or otherwise
hree liquidators shall be elected by the
tockholders at geenral meeting Of the