The herald., 1919-09-18
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 30th
day of August. One Thousand Nine Hun
dred and Nineteen, and of the Indepen-
dcnce of the United States of America.
the One Hundred and FOrty-third. before
me. EldOn :. 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 ap-
peared, the several persons whose names
are hereuntO subscribed all of the full age
of majority, who Scverally declared TO
me. Notary. that awaiting themselves of
the laws of the State of Louisiana in
such cases made and provided, and more
particularly of Act No. pa 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 a corporation for the objects
and purposes. and under the articles and
StipulationS following, tO-wit:
ARTICLE 1.-The name and style of
this corporation shall be H. Grabenhpim-
er x Sons, Inc. and under its corporate
name il shall have power and authority
- ''N '' ~ "J'F ~ t
for Il period of ninety nine years from
this date unless sooner dissolved by liquid
alton or otherwise: ii shall have power to
contract, to sue and to be sued, to make
and use Il 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 in which the corporation is en-
gagged.
ARTICLE II.-ThiS corporation shall
he 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
ganiZed and created. and the nature o
the business TO ne carried on DIV II are
hereby declared to he as follows;
To buy. sell, or otherwise Acquire or dis.
pose of. AT wholesale or retail, goods ware
and merchandise, of any and all kind,
and descriptions. but more particularly
groceries. meats grain and fOOdStuffS gen
orally. and such other merchandise a
is usually carried by groceries; to con
duct and carry on such other business
either as principal or agent, for its owl
account or for the account of others, a
may he found necessary and cOnvenien
properly to effeCtuate the aforesaid pur
poses or to enhance the prosperity. an,
the value of the properties, rights an,
/ privileges, of this corporation.
, ARTICLE IV.-The Capital Stock o
This corporation is hereby fixed at tn
sum of Fifty Thousand $50. 000.00) Dol
!, lars, divided into. and represented by Fiv
Y Hundred Shares. of One Hundre (S10
5 OOD Dollars each. Said stock shall be PAL
r for In cash or its equivalent as provide
; by law. and in such manner and at sue
time and in such installments as may b
d prescribed by the Board of Directors. TIL
X Capital Stock may be increased to on
Hundred Thousand $500. 10000 Dollars t
berepreSented by one thousand share
y of One Hundrp Dollars $4,000 each. \
stock of this corporation shall be full pal
and worcestershire. 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-TreaSurer. and sealed wit
the seal of the corporation.
ARTICLE V.-The stock of this cOrpOri
ton may be transferred only on the book
of the corporation. and subject to sue
regulations and fOrmalitieS as may !
prescribed from time to time by the Boar
% of Directors. No stakeholder shall I
permitted to sell, or otherwise to diSpo'
m of his stock without first offering Il
is same in writing to the other stakeholder
| RI rnrIu I'll tbn Rnard of directors NJ a nrif
W not exceeding the book value thereof, an
I. the stockholders shall have an option an
id first right to purchase for cash all Il
e shares of stock to be thus disposed of
sale or by the death, resignation or Othe
er wise of any of the stockholders of Il
.r corporation. and shall have a period
ten days within which TO accept to declil
such offer of stock.
Upon the failure of the said Board
Directors or the stockholders to eXerci
within the time stipulated the option thu
granted to them. the stockholders who d
SireS to sell or otherwise dispose of h
stock Tor his heirs) shall be at liberty
sell or otherwise dispose of his said StO'
5, in such manner and at such price as he
Of they NAV see fit. But the stock of tn
re corporation shall be non negotiable III
5 non transferable. except under the 60
ditiOns and stipulatiOns hereinabove S
TX forth, and no transfer of stock whats
ever shall be binding upon this corpOr
~ lloh uhAl nv Ai'S hAdH hPNA ~ 'NNi
ARTICLE VI.-The corporate powers
this corporation shall be vested in al
exercised by. a Board of Directors COZ
,y posed of not less than four nor more tn;
% six stockholders. three of whom shall
all times constitute a quorum for the ira
~saction of business. The Directors
this corporation may vote in person
nv written proxy at any OF the meetin
o. of the Board of Directors.
The first Board of Directors of this co
pany shall be composed of the fOliowir
Mrs II. Grabenheimer. 1900 Peters Az
New Orleans. La. Norman G~rabenheim'
y 800 Magazine St, New Orleans, La, Sy
q, ney II. Grabenheimer. $40 Magazine ;
ne New Orleans. La, EldOn S. Lazarus. u
u Octavia St. New Orleans. La, Alph"r
sb Hirsch. Fayette. Mississippi. John
II. Broders. $40 Magazine St, New Orleal
~ La,
We These Directors shalr serve until the s
II ond Monday in August, 1920, or un
Of their successors shall have been elect
ar and qualified. The Directors shall
H. elected annually by the stockholders al
ng meeting of stockholders to be held on
ST. first Monday in August each year. Not
ru- of such meetings shall be given fift'
days prior to the date thereof in writi
re- and shall be sent to each stakeholder
X his last known address. Each sto
ice holder shall at such annual meeting
St other meeting. general or special. be
ice titled in person or by proxy TO one V
the for each share of stock owned by h
ice Elections shall be held under such III