The herald., 1922-06-15

IAN VT BhoS. q
SUGARMAN, INC.
BE ii known, that on this Goth day o
the month of May, 1922, before me. Scot
+. Beer. notary public in and for tn
| Parish of Orleans, State of Louisiana
| therein residing. duly sworn, commits
/ miSsioned and qualified. and in the pres
/ ence of the witnesses hereinafter name,
/ and Undersigned. personally came and APP
/ peared. the several persons whose names
| are hereuntO subscribed, who Severally
declared that. availing themselves of tn,
/ laws of the State of Louisiana relative e
the organization of corporations. they
have consented and agreed and do, by
these presents. contract, agree and bind
themselves, as well as all other person,
who may hereafter become associated
with them, to form and constitute cor
poratiOn and body polite in law for the
objects and purposes and under the agree
merits and StipulatiOns hereinafter set
out and expressed.
ARTICLE THE name and style Of this
corporation shall be "KOhlmann Bros. &
Sugarman. Inc.". and its domicile shah
be the city of New Orleans, State of Louis
lana. Under its corporate name the said
corporation shall have power and author
lty TO exist and enjoy succession for the
tull term of ninety nine years from and
after the date hereof: TO contract, sue and
be sued; to make and use a corporate seal
and the same to break or alter at pleas
ure; to purchase, own, hold lease, re-
celve, sell and mortgage or pledge, under
It's corporate name, property, real, per-
SOnal and mixed. corporal and incorpo-
real. including stocks, bonds and Securi-
ties of other corporations; to elect and
appoint such directors, officers and agents
as the interest and convenience of the said
corporation may require; to make and
establish by laws, rules and regulations
for the management of the corporation as
may be necessary and proper and the
same to change or alter at pleasure; to
do and perform all acts and things re-
quisite and necessary to carry out the OBJ
Jects and purposes of this corporation.
ARTICLE Hal citations or other le-
gal process shall be served upon the presi-
dent of this corporation and. in case of his
absence, upon the yice-president of this
corporation, and in case of the absence of
both president and yice-president. upon
the secretary treasurer of this corpora
ton.
ARTICLE III-The objects and pur-
poses for which this CORPORATION is or
ganized and the nature of the business to
be carried on by Ii are hereby declared
TO be to engage in trade and commerce in
all ITS forms; to import and export. and to
deal and operate at wholesale and retail.
as principal agent, on commission or
otherwise, in groceries, food and feed
stuffs, fruits, vegetables. can goods, pro-
duce and all other articles of commerce
commonly carried and dealt in in said
businesses. and generally to handle, trade
in. purchase and sell all goods and wares
and merchandise of every nature or kind
incidental to the said businesses aforesaid
or In any wise connected Herewith. And
10 acquire the good will and business of
other persons or corporations as the in
terest and advantage of this corporation
may dictate, and specially the business
Formerly conducted in the name of Kohl
mann Bros. X Sugarman, or any part
thereof that may be acquired by this cor
p0ration; to establish branches in and out
of the State of Louisiana or foreign
countries: And generally to do all things
Incidental to the business aforesaid or in
any way related thereto or connected
ARTICLE Nv. The capital stock of This
corporation is hereby fixed at one hum
dred and twenty-five thousand (S125OOO
dollars to be divided into and represented
by twelve, hundred fifty shares of the par
value of one hundred dollars (s1OOOO
per share, which shall be paid for in
cash, or which may be issued for pro-
perry actually received by the corpora
ton at its fair value.
The capital stock OF the corporation
may be increased to two hundred and
tifty thousand dollars ($250.0OO).
NO transfer of stock shall be binding
on this corporation unless made and re-
corded on the books thereof
All stock Of the corporation is issued
ana snail always be held hereafter under
the irreyocable contract, condition and
W That before any sale. gift or trans
fer Is made thereof. it shall be first Of
1ered to the other stockholders of record
on the books of the corporation at the
price of one hundred dollars per share
plus the pro rata share of said stock in
the surplus account and in the undivided
prOfit account of the corporation as
shown by the last audit preceding such
oHer. The surplus and undivided profits
may be Kept in one or separate accounts
the pro rata of each share shall be esti.
mated by dividing the total number of
shares issued and outstanding into the
balance to the credit of said account or
accounts. The sum thus ascertained plus
the sum OF one hundred dollars. aforesaid.
SHAH be the total value and price of each
snare, and no other evidence shall be con
sldered in fixing the same The said
amount shall be paid in cash within thirty
days after written notification of the ac- |
ceptance of such offer Stock shall no
taken and the books of the corporation
snail be audited as of January LIST and
july LIST of each year and as soon as pos |
SIDE AFTER the expiration of said date
~ In case of the death of stock |
holder, the remaining stockholders shall |
nave the right to purchase the stock held |
OF owned by him at his death. for the |
price and upon the same terms accorded |
in the preceding paragraph of this ar |
iicle. hut said right shall lapse at the ex- |
piration of 60 days from the date of such |
death.
Stock purchased under the foregoing
provisions shall be allotted TO the stock
holdings and. on failure of any stock |
holder TO take and pay for his portion |
mat share may be taken by the other
in the same proportion.
should the capital stock of this CORPORA
fion be increased. the right is accorded |
10 stockholders of record to subscribe TO |
me same. az par. in proportion to their |
several holdings, payable as may be pre-
Scribed in the resolution increasing such |
stock. which right shall be exercised with |
IN ten days after written notice, to be |
given by the secretary, mailed to the |
last registered address upon the books of |
the corporation.
Any stakeholder shall have the right to |
subscribe to more than his proportionate |
share. subject to the distribution thereof. |
after the exercise of the rights of the |
other stockholders as prescribed in the |
preceding paragraph. And such stock |
holder shall pay for said stock within i've |
lays after written demand from the sec |
-etary of the corporation.
Any stock not taken by the stockholders |
lnder the previous provision. shall be sold |
rom time to time as ordered by the board |
# directors.
The board Of directors is hereby c0n-
tituted the agent and attorney in fact, of /
he stockholders for the purpose of recety- |
ny offers and to otherwise carry out Vie /
provisions of this article. A brief refer |
nee to this article sail be written or
printed on every certificate of stock.
II