The herald., 1916-04-20


/ Of, business connected Herewith or inciden-
! tai or pertaining thereto.
! article lN.-lhe authorized capital of this
/ corporation IS hereby fixed at ten thousand
/ dollars, divided into and represented Inv one
hundred shares Of the par value of one hun
/ dTed dollars each, and shall be paid for in
/ S4sh, OF may DC issued at par in payment for
! property actually purchased by the corpora.
| ton; SAID payments to be made az such
! times and in such installments as the board
| u directors may direct. The capital stock
| thousand dollars, divided into five hundred
| SHaTeS OF the par value Of one hundred dol.
| lars each. This corporation shall be author.
| lzed to commence business and be a going
! concern as soon as the sum of ffty-nine hun
| bred and no/lD dollars shall be subscribed
! and paid IN, which said amount is hereby
subscribed and paid for by the said appear
eTs IN the respective amounts set after tbei-
! names. OF said stock so subscribed 70,
| forty three hundred and No 100 dollars there,
Of IS 10 be paid for out OF the transfer 70 this
/ corporation ot the stock Of groceries and sup
phGS' store furniture and fixtures, horses
mules, wagons, harness, accounts and hill
receivable, etc, etc, belonging to the ap-
| pedTer and subscriber herein, Mrs. Magda-
| line I. HDgg, and comprising the properties
ana iSStiS 10 her business, known as Way
| snds Grocery IN this city at St Charles
avenue and Sixth street, and which said
/ properties and assets are more fully set
| forth IN the detailed and ItemIzed description
/ and appralsement thereof which IS annexed
hereto As part hereof and to be read in con.
HeCtlOu herewith
| No stOckholder may sell, assign, or trans
/ ter ms stock IN this corporation without xiv
/ tus 10 the corporation through ITS secretary.
| treasurer fifteen days prior notice in writing
| - such lutcutIJu and the other stuCkholl-
cIs shall have the HTst privilege OF pu.chas.
/ .us the SAID stock a. the book value thereof
! 10: period OF nttCcu days from SAID notice,
and should no styckhD.der avail himself OF
! iA,, privilege within sand fifteen days, no.
cation u such IaCI shall be made by the
! ate
| u stock ana sad stock may then be sold IN
/ iHt open market. Succeeding purchasers,
! however shall !tNewlsc DC required to nTsi
! otter same 10 the Stockholders Of this coz
! gJgIrrcu and 40 sale u stock made contrary
/ 90 tals provision shall yc made upon the
! books u TINS corporation.
! Article N.-Au the powers OF this corpora
/ ton snail be vested IN and exercised by =
| sJyCAHo.dCrs, u be elected annually on the
! nTst Monday IN January Of each year, be-
| ginning IN the year lylI. All such elections
| snail DC held at the OiICc OF the corporation
| and shall be held by ballot under the super
vision VI comm ,siOueT to be appointed by
| The board OI directors. \ majority VI the
| board shall constitute quorum Tor the
| transaction OF all business.
| Notice Oi such elections shall be given to
| each stOckhOldcr IN person Or by depOsItIug
| IN the pOstutucc notice thereof, properly
! addressed 10 each stakeholder at has last
known address, 1T least uTteeu days before
; the holding OF said meeting. Other stock
| holders meetings may be held when ordered
| Oy the board " directors Or when ordered
| BY the holders yt twenty -Hve per cent Oi the
| outstanding stock.
! AT all such elections and at all corporate
| meetings, each stakeholder shall be eutltled
! to one vote ryr each share Of stock standing
| III his name On the books OF the corporation
| ~ be cast IN person or by written proxy, or to
| De sent by HIM by letter when his signature
| 10 same Is duly acknowledged before d no
! tary public other OfnCer qualified 10 take
| athdavIts, and majority OF the votes cast
| Any vacancy occurring among the directors
| by death, resignation OF otherwise shall be
| nIled Tor the remainder OF the term by the
| remaining directors. A failure to elect d.
TeCIUTS on the date above speClned OF at any
future meeting shall not dissolve the cor
pOratlOn, nor impair its corporate manage
| ment, but the directors then IN office shall
\ remain IN office until their successors shall
| be elected and qualified.
| The board OF directors shall elect from
among themselves a president, vice-pTesI-
dent and secretary treasurer. The board
Of directors may, from time to time, name
| and appoint such clerks, managers, agents,
| OF other employees as they may deem neces-
| saTy tor the purposes and business OF the
! corporation. They shall have power to Tx
| and define the duties Of every officer and
| employee, and all officers and employees
| shall hold ONCE and employment at the
pleasure OF the board They may make and
establish, well alter and amend, any
| and all bylaws, rules and regulations nee
essary and proper IN their judgment tor the
proper conduct, support, and management OF
| the business and affairs OF the corporation
and for the certIhcatIon and registry OF ats
| stock.
Article VI-This act of Incorporation may
| be modified added to or changed, or TINS
corporation may be dissolved with the as
| sent OF two-thIrdS OF the capital stock, at a
meeting OF stockholders convened tor such
| purpose after notice as provided herein Tor
| the calling of the stockholders meeting to
/ II. md tnyhe a
| ton is dissolved, either by law or other
WISE its affairs shall be lquidated by three
| commissioners to be appointed from among
the stockholders at general meeting sbs ii
remain in office until the affairs OF the cor
| porarion shall be fully liquidated and set
| lied
In case of the death of any commissioner,
| or his inability to act, the remaining com
| missIonerS shall act
| ANY changes proposed to be made in ref
| erence to the objects and purposes OF the
CORPORATION or with reference TO the capital
stock shall be made in accordance with the
| laws OF the state OF Louisiana on the sub
| Ject.
| Article VII-No stakeholder shall ever be
held liable for the contracts or the faults
of the corporation In any turther sum thdn
| the unpaid balance due the corporation on
| the shares of stock owned by him, nor shall
, any mere infOrmality i'll organization have
the effect Of rendering this charter null! or
] of exposing a stakeholder to any liability
| beyond the unpaid balance which may be
due on his subscription to stock.
I Article VIII.-The following stockholders
| have been chosen and selected to comprise
| the first board of directors of this corpora
! ton, to-wit: Mrs. Magdaline ?. Hogg, ST
| CHARLES Ave. and Sixth ST., New Orleans
Jules Teberne, 2j2o Camp Street., New ",
leans. La; William L. Hogg, St. Charles
! Ave. and Sixth St, New Orleans, who shall
| serve as such until the first Monday IN jan
uary, 1917, or until their successors. are
| elected and qualified; and said jules Iebernt
| shall act as president; said Mrs. Nj. I. Hogs
| shall act as vice president; and said VIM. 1
HoVg shall act as secretary treasurer, anc
| shall serve as such until their successor:
| shall be chosen and qualified.
| The subscribers hereto have respectively
| written opposite their names the amount o.
| stock subscribed for by them so that thl:
act OF Incorporation shall serve as the org
inal subscription list
Thus done and passed in my office in thu
city of New Orleans, in the presence OF SCOT
+. Beer and John Z. Burke, competent WIT
| nesses who hereunto sign their names VIII
the said appearers and subscribers, and me
notary, on the day, month and year herein
hrst above written, after reading OF III
| whole.
Original signed: Names OF subscriber:
omitted. Witnesses: Scott E. Beer, John Z
r (n