The herald., 1915-01-21
CHARTER
OF MERCHANTS COOPERATIVE MAN.
JFACTURING ASSOCIATION, INC.

OF MERCHANTS COOPERATIVE MAN
JFACTURING ASSOCIATION, INC.
United States Of America, State of Louisiana
Parish OF Orleans, City Of New Orleans
BE it known, that on this thirty.frst Glst'
day OF the month of December, in the wear OF
our Lord one thousand nine hundred ant
fourteen GSl4) and OF the Independence OF
the United States OF America the one hun
dred and thirty-nIuth Q39thD, before me- An
thony J. RosSi, a notary public duly com
mlSSloned and qualified, in and for this CITY
ana the parish OF Orleans, therein residing
ana IN the presence OF the witnesses herein.
after named and undersigned, personally
came and appeared: The several persons
whose names are hereunto subscribed, who
seveTaiy declared that availing themselves
OF the laws of the State of Louisiana in
such cases made and provided, they have
covenanted and agreed and do by these
presents covenant and agree and bind them.
selves, as well as all such persons as
may hereafter become associated with them, To
form corporation for the objects and pur.
poses and under the articles and stipulations
following tOwIt:
shall be Merchants Cooperative Manufac.
turing Association, Inc" And under its
SAID corporate name II shall have power and
authority TO have and enjoy corporate exist
ence and succession for the full term and De
rod OF ninety nine years from and after the
date hereof; to contract, sue and be sued; 10
make and use a corporate seal, and the same
TO alter and break at pleasure; to hold. re-
ceiVe, lease, purchase and convey, as well as
mortgage and hypothecate property, real, per.
sonai and mixed, corporeal and incorporeal ;
TO name and appoint such managers, agents,
directors and officers as its business, inter
eSts and convenience may require, and TO
make and establish, as well as alter and
amend, from time to time, such bylaws,
rules and regulations for the proper govern
meut OF the affairs OF said corporation as
may be necessary and proper.
Article 1.-THE domicile of said corpora
ton shall be in the city OF New Orleans
State of Louisiana, and all citations or other
legal process shall be served upon the Pres
ldent OF said corporation, or in the event Of
his absence, upon the Vice President thereof
and in the absence of both of said officers,
upon the Secretary Treasurer of said corpo-
ration.
Article III.-The objects and purposes for
which this corporation is organized and es.
tabllshed and the nature OF the business TO be
carried on by II are hereby declared TO be-
10 engage IN the sale and manufacture OF
all kinds and species of drugs, groceries, to-
baccO and cigars and all kinds of raw mate
rials used III the manufacture OF such prod
ucts; to buy and sell said raw and manufac-
tured products or articles at wholesale and
retail; to engage IN said business in all
parts OF the State of Louisiana and else
where; and generally to do and perform any
and all things necessary, proper and peril
nent to the objects and purposes OF this cor.
poration.
Article IV.-The capital stock of this corpo-
raion is hreby fixed at the sum of twenty
hve thousand dollars (S25,0OOO0), divided into
and represented by one hundred and twenty.
five O2S) shares of preferred stock of the
par value of one hundred dollars (Sl0O) per
share, and one hundred and twenty-five Q25)
shares OF common stock OF the par value of
one hundred dollars (Sl00) per share; said
preferred stock shall participate in the profits
OF the company with preference over the COM
mon stock and shall receive, If earned, a div
idend of seven per cent and all excess earn
lngs, If any, shall be applied to and payable
on the common stock. All of said stock shall
be paid for in cash or in such installments
and at such time an dafter such notice to sub
scrbers as the board of directors may nix, or
same may be issued at not les sthan par for
labor done or services performed for said
corporation for property or rights actually
received by said corporation.
Twelve thousand seven hundred dollars
(Sl2,700) of the capital stock has been subscrib-
ed to the corporation at the time OF passing
this act OF Incorporation and this corpora
ton will become going concern and shall
be authorized to commence business when
and as soon as twelve thousand FIVE hundred
dollars (Sl2, 500 OF its capital stock shall have
been paid for.
All transfers of the capital stock of this
corporation shall be made and entered on the
stock book OF the corporation and no trans
fers shall be in any manner binding on this
corporation unless entered.
No sale of stock of this corporation shall
be valid unless first offered for a period of
ten days to the stockholders, through the
board of directors, at a price not to exceed
its book value. Upon the failure of the stock
holders to avail themselves of such purchase,
notation of such fact shall be made by the
secretary treasurer upon such certificate or
certificates having been previously rendered
in accordance herewith and thereafter said
stock may be sold without further restriction.
Succeeding purchasers thereof, shall, however,
be required to offer the same to the stock
holders for the term and at the value herein
above designated before disposing of same
and all of the stock acquired in this corpo-
ration shall be subject to the provisions of
this charter.
Article V.-The capital stock of this cor
poration may be increased to the sum of
fifty thousand dollars $4,000 by vote of
two-thirds of all of the stock, at meeting
called for that purpose.
Article VI.-All the corporate powers. of this
shall be vested in and exer-
cised by a board of directors, composed of
not less than three nor more than five
which said number of direct
ors shall be determined upon at the time of
the annual meeting held on the second Non
day in February each year and before an cleo
ton for directors shall take place. In the
event that the board of directors shall con-
sist of three directors, then and in that
event, two of said directors shall be elected
by the common stockholders from among the