The herald., 1919-09-25
CHARTER OF II. GRABENHEIMER &
SONS, INC.

United States of America, State of Louisi-
ana, Parish of Orleans, City of New Or
leans. BE it known that on this Both
day of August, One Thousand Nine Hun
dred and Nineteen, and of the Indepen-
dence of the United States of America,
the One Hundred and Forty third, before
me- EldOn s. Lazarus, a Notary Public.
duly commissioned and qualified in and
for the Parish of Orleans, State of Louisi-
ana, therein residing, and in the presence
of the witnesses hereinafter named and
undersigned, personally came and APP
peared. the several persons whose names
are hereuntO subscribed all of the full age
of majority, who Sevprally declared to
me, Notary. that ayaiing themselves of
the laws of the State of Louisiana in
such cases made and provided, and more
particularly of Act No. 267 of the General
Assembly of Louisiana of 1914 as amend
ed. relating to the creation, organization
and formation of corporations, they have
cOvenanted and agreed, and by these pres
entS do covenant and agree and bind them
selves as well as all such other persons as
may hereafter become associated with
them, to form corporation for the objects
and purposes, and under the articles and
>tipulationS following, to-wit:
ARTICLE 1.-The name and style of
this corporation shall be II. Grabenheim-
er K Sons. Inc, and under its corporate
name il shall have power and authority
to have and to enjoy corporate existence
for period of ninety-nine years from
this date unless sooner dissolved by liquid
alton or otherwise; it shall have power to
contract, to sue and TO be sued. to make
and use a corporate seal. and to alter and
break same ut pleasure: TO hold, release,
receive purchase. transfer. assign, convey
mortgage, hypOtheCate, pledge or other
wise receive or dispose of property real
personal and mixed, corporal or incOr-
pOreal: to issue bonds. and if desired to
secure the same by mortgage: to buy and
hold stock in other Companies: to name
elect and appoint such managers. agents
directors or officers as its business in
tereStS may require. and to make and es-
tabliSh, alter and amend bylaws, rules
| and regulations for its proper government
as may be deemed necessary and proper
and generally to do any and all things
incident to or necessary aud proper for.
| the proper conduct and expansion of the
| business i'll which the corporation is en-
gagged.
| ARTICLE II.-ThiS corporation shall
| be dOmiciled in the City of New Orleans.
| Louisiana. and all citations or other legal
process shall be served upon the President
of the corporation, and in the event of
| that officers absence, upon the Vice PreSi-
| dent. and in the event of the absense of
| both. upon the Secretary Treasurer.
| ARTICLE III.-The objects and pur-
| poses for which this corporation is or
| gained and created, and the nature OF
hereby declared to be as follows;
To buy sell. or otherwise Acquire or dis
pose of. at wholesale or retail goods wares
| and merchandise, of any and all kinds
and descriptions. but more particularly
groceries. meats grain and fOOdstuffs gen.
orally, and such other merchandise as
is usually carried by groceries: to con.
duct and carry on such other business
either principal or agent, for its owl
account or for the account of others, as
may he found necessary and convenient
properly to effectuate the aforesaid pur
poses or to enhance the prosperity, anC
the value of the properties, rights anC
privileges. of this corporation.
ARTICLE IV.-The Capital Stock O
this corporation is hereby fixed at tn,
sum of Fifty Thousand ($50000O0 Dol
lars, divided into, and represented by Fiv,
Hundred Shares. of One Hundred $50
O0) Dollars each. Said stock shall be paiC
for in cash or its equivalent as provided
by law. and in such manner and at Sucl
time and in such installments as may b.
prescribed by the Board of Directors. TIL
Capital Stock may he increased TO on
Hundred Thousand $500. 0O0O0) Dollars t,
| bcrepreSented by one thousand share
of One Hundred Dollars (S100.00 each. Al
stock of this corporation shall be full pat
and non asSeSsable, and shall be repreS
ented by certificates of such form as tn
Board of Directors may determine. signe
by the President or Vice-President an
the Secretary Treasure and sealed wit
the seal of the corporation.
ARTICLE V.-The stock of this corpora
ton may be transferred only on the book
of the corporation. and subject to sue
regulations and fOrmalitieS as may b
prescribed from time to time by the Boar
D of Directors. No stakeholder shall b
permitted to sell. or otherwise to dispOs
n of his stock without first offering tn
; same in writing to the other stakeholder
Al. IL. ID e III
v not exceeding the book value thereof an
the stockholders shall have an option an
1 first right to purchase for cash all tn
= shares of stock to he thus disposed of b
, sale or by the death, resignation or other
r wise of any of the stockholders Of I'll
r corporation. and shall have a period G
ten days within which to accept to declin
such offer of stock.
Upon the failure of the said Board &
Directors or the stockholders to exercis
within the time stipulated the option thu
granted to them. the stockholders who d,
sireS to sell or otherwise dispose of hi
stock Tor his heirs) shall be at liberty I
sell or otherwise dispose of his said StOC
;, in such manner and at such price as he {
i they may see fit. But the stock of TIL
e corporation shall be negotiable an
= non transferable. except under the cor
5 ditiOns and StipulatiOnS hereinabOve S,
n forth. and no transfer of stock whats,
ever shall be binding upon this cOrpor:
| ton until ana unless maze upon It's DOCK
O ARTICLE VI.-The corporate powers
/ this corporation shall be vested in AN
exercised by, a Board of Directors con
\ | posed of not less than four nor more tina
| six stockholders. three of whom shall
all times constitute quorum for the tral
Saction of business. The Directors
this corporation may vote in person
by written proxy at any of the meeting
J. of the Board of Directors.
The first Board of Directors of this col
pany shall be composed of the fOllOwin
Mrs H. Grabenheimer, 1900 Peters Av'
:. | New Orleans, La, Norman Grabenheime
, so Magazine ST., New Orleans, La, Sy,
h ney H. Grabenheimer, 500 Magazine s
e New Orleans, La, Eldon S. Lazarus, 20
} Octavia ST.. New Orleans. La, Alphon
h Hirsch. Fayette, Mississippi, John
!. Broders. 529 Magazine St., New Orlea1
v La.
e These Directors shall serve until the Sc
/ ond Monday in August. 1920, or UNI
I their successors shall have been elect
r and qualified. The Directors shall
elected annually by the stockholders at
e meeting of stockholders to be held on {
l. first Monday in August each year. Mott
J. of such meetings shall be given fife
days prior to the date thereof in writin
E. and shall be sent to each stakeholder
< his last known address. Each stoc
,e holder shall at such annual meeting
t. other meeting, general or special, be G
&c titled in person or by proxy to one yC
lie for each share of stock owned by hi
&c Elections shall be held under such ru
ye repulatioDs NAV from time