The herald., 1917-01-11

ID ne CHOSEN hN Inc Nlb~lTlNtT anu II
. other by this corporation or stakeholder q
stockholders, or prospective purchaser, wheI
= SAID two parties cannot agree upon boo
value, such two parties 50 chosen 70 choos
. a .hl~d party, when the majority OF opinio
shall prevail. In the event OF the den,
II holder cor holders OF the stock Of thl
corporation. the administrator, executor q
. representative OF his or her estate, in tn
event such estate wishes TO part with It'll
% such stock, 70 Immediately tender sue
stock 90 this corporation and 10 the stock
holders thereof, on the same basis. sue
Df.er and tender % be made by the holde
0- holders Of such stock 20 this CorpOra;io
and 20 the stockholders thereof. by the mail
ing of a registered letter, containing sue
offer or tender. addressed to the last know
address OF tlls corporation and said stock
open fer period Of thirty days from tn
date Di the mailing OF such registered let
tiers, when, II not avaIled Of, such hOide
"r holders 20 be released 70 make a sal
or transfer as he or she sees it, In III
event Of this corporation not availng itsel
II such offer or tender, such stock of
iercd 20 be equally pro rated between tn
stockholders OF Ibis corporation, should the,
. 80 desire 20 avail themselves thereof, whel
II they do not. such stock may be purchased
/ by such stockh1lder 50 desiring 20 aCquIr
. same, except that stockholders may trdnsfe
stock. after acquisition from this company
when they secure the unanimous couscn
m writing Of all the other stockholders %
TIN, corporation at such time Of transfer
To such extent, all stock as issued by thu
. corporation shall be nou-neg0tiable.
Article N.-Whereas. Newton G. Broom,
has offered for sale, the basis OF sub
-cTlptlonN 20 the capital stock Of this cor
ppra'l"n. and partly for cash. 10 the Ma
r'ual Advertising Company. Inc, the cor
p'ra'i'n which Is presently being organized
under the law, OF the state Of Louisiana. and
for and IN consideration of the price here.
matter mentioned, and for which the follow
ing described property 10 be hereinafter APP
praised by all II the directors hereof. and
concerning which an accurate. detailed and
itcullzcd description Of such property 10
amount, location, extent. character and state
~ Improvement appears herein and Is made
part hereof and which said hereinafter men
TONED cons Iteration Is herewith being paid,
and dcqul'tIUyc and receipt given therefor.
m cash and m the capital stock Of this
corporation, the following described property
is herewith, and by virtue Of these presents,
sold, granted. hargalued, set over. assigned,
conveyed and delivered with all legal war
rautlco and with full substitution and sub
rpga,ion On and to all rights and actions Of
unto the said National Advertising Company,
Inc. the corporation which Is being pres
emily organized, As follows.
All Of Newton G. Broomes rights, titles
and interests IN and to a certain advert sing
medium s.own as Our Babies Diary" with
all plates, illustrations, records and advcr-
easements which he has secured 10 date and
owns I'D connection herewith. and all such
trade marks, copyrights or patent rights
winch he has or may have or might acquire
thereon and IN connection Herewith, and
concerning which he Che said Newton g.
EropmeD herewith binds and oblgates him
self, and does. by these presents, herewith
transfer and surrender. for the benefit and
use OF this company, all Of his ideas, plans
and purposes IN connection with the devcl-
1pment OF the business proposed. and he
ithe said Newton g. BrOomeD does herewith
bind and obligate himself to devote his time
nd the haE5e % h, .l,, L.
The use and benefit OF this company, and
this company alone. and. on said basis this
company does herewith ratfv and approve
the contract, and all the terms thereof in
by and between the said Newton G.. Broome
and the incorpOratorS hereof, of date the
l4'h day Of the month of December, 1916
The price and consideration therefor, and
as is herewith being paid. and acquittance
and receipt given for same. is the sum of
three thousand three hundred and fifty
iNS.Son@) dollars, eight hundred and fifty
l@olOJ dollars Of which is herewith being
paid IN cash, and due receipt and acqut.
lance given therefor, and the balance there
IF. the sum OF two thousand five hundred
S2.SHuOl dollars, Is herewith being paid by
The proper execution and delivery of twenty
hive l25l shares Of the capital stock of this
company, or two thousand FIVE hundred 49, |
$1,000 dollars.
Now, therefore. we, the undersigned. con- |
'titutinE the entire board Of directors of |
he said National Advertising Company. Inc. |
- IS provided by these articles of incorpo- |
alton, do hereby certify that we have dill |
gently, carefully and fully investigated and i
Iscertained the value OF said property, in |
otar as the objects and purposes OF this |
ompany are concerned, as is hereinabove |
peclally described, and have found same 10 |
'e OF a value. insofar as the objects and |
purposes of this company are concerned |
quail and equivalent TO the sum of three
thousand three hundred and fifty (S3,351OO)
a I1wE avrl
oration, hereby adjudge and declare that
he appraiSement and value of three thou.
and three hundred and fifty (S3350OO dol.
ars; as IS herewith placed on the above de-
crIbed property, insofar as the objects and |
imposes of this corporation are concerned,
5 TAR. reasonable and equitable. And We |
he directors of this corporation, further de-
Iare that all Of said property is essential,
ecesSary and requisite for the carving on |
the business herein contemplated.
Witness our hands and the seal of this
operation, given and made in our respect.
We capacities as directors OF the said Ma
onal Advertising Company, Inc, as pro-
ided by these articles of incorporatjon. on
ms lAth day of the month of December, in
ne year 1916
Article Nl.-The subscribers hereto have
rltten opposite their respective names and
ddresses, the amount of stock in this cor
Grafton subscribed to by each of them.
Thus done and passed, in my Office, in the
a. |
n the day. month and year first hereinabove |
rltten, IN the presence of N Pfeifer and ,
atherine II. Ludlow, competent witnesses. }
no have hereunto signed their names, 10.
ether with said appearers and me, notary,
tier due reading Of the whole.
Witnesses: n. Pfeifer, Catherine II. Lud-
w.
Original signed: Names of subscribers 5
nitted. a
/. the undersigned recorder of mortgages. )
and for the Parish of Orleans, State of
ouiSlana, do hereby certify that the above
nd foregoing act of Incorporation of the .
atonal Advertising Company. Inc, was
rs day duly recorded in my office, in book !,
OF, folio 90 n
New Orleans. December Is. 1916
(Signed) EMILE J. LEONARD, by. R.
l. the undersigned Frank VIM. Hart no. !
ry public for the Parish of Orleans, State :
Louisiana, hereby certify that the above :
I'd foregoing is true and correct copy of )
I OF Incorporation of the National Adver.
sing Company, Inc, passed before me on
ecember IA, 1910, except that the names of {,
e subscribers and the number of shares u
T which they subscribed are omitted =
In faith whereof. | have hereunto set nv =
nd and seal Of office, al New Orleans. La !.
is 2rd day of December, 1916
FRANK VIM. HART, Not Pub
n II is IS feb s
CHARTER CS