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214093i .� ORIGINAL TO CITY CLE; 214093 o , CITY OF ST. PAUL COUNCIL NO. LICENSE COMMITTEE OFFICE OF THE CITY CLERK COU L RESOLUTION — GENERAL FORM PRESENTED BY July 25, 1963 COMMISSIONER l ATF RESOLVED; That Application H -3264 for the transfer of Off Sale Liquor License No. 1973, expiring January 31, 1964, issued to Henry J. aril Cletus H. Wittman at 1110 West larpebteur Avenue be and the same is hereby transferred to Wittman Liquor Store, Inc. at the same address. (Dff Sale Liquor Establishment) (Transfer from partnership to corporation) Exclusive Liquor Store. ,Informally approved by Council July 23, 1963 COUNCILMEN Yeas Nays Dalghsh Holland Loss In Favor Mb R in so- Peterson gainst Rosen Mr. President, Vavoulis IOM "2 Councll File No. 214093 —By Severin A. Mortinson — Robert F. Peterson — Milton Rosen — Resolved, That Application- H -3264 for the transfer of Off Sale Liquor License No. '1973 expiring January 31, 1964, issued to Renry J. and Cletus H. Wittman at 1110 West Larpenteur Ave- nue be and the same is, hereby trans- ferred to Wittman, Liquor Store, Inc., at the same address. Adopted by the Council July 25, 1963. Approved July 25, 1963. (July 27, 1963) JUL 25 L%3 Adopted by the Council 19— JUL 25 1963- Anvknv ed — 19— 61 Mayor 3 00 9-60 CITY OF SAINT PAUL APPLICATION FOR ""OFF• SALE" LIQUOR LICENSE Application No (This form must be filled out in addition to the aDDltcation form and sworn statement required by the Liquor Control Commissioner of the State of Minnesota.) Name of Applicant Wittman Liquor Store, Inc., a Minnesota corp. Age 1110 West Lar enteur- Avenue, St. Paul 13 Minn. Residence Address P Telepkone No Hu. 9 -2900 Are you a citizen of the United States? Applicant is a Minnesota corporation. Have you ever been engaged in operating a saloon, cafe, soft drink parlor, or business of similar nature? Not this corporation. When and Where? If corporation, give date when incorporated July 9, 1963 Name and address of president and secretary of corporation, and name and address of manager of premises upon which liquor is to be solely J Wittman President• 995 West Idaho St Paul 17, Minnesota; Cletus H. Wittman, Vice Presibnt; 1077 West California, St. Paul 17, Minnesota; John C. Stadohar, Secretary— Treasurer; 1396 Belmont Lane, St. Paul • eletms ff. : • above addiess, - Names and addresses of Stockholders_ Henry J. Wittman, 995 West Idaho, St. Paul 17, Minn.; Cletus H. Wittman, 1077 West California, St. Paul 17, Minnesota; John C. Stadohar, 1396 Belmont Lane, St. Paul 13, Minnesota. Name of surety company which will write bond, if knownSt Paul Fire & Marine Insurance Co Number Street Side Between What Cross Streets Ward 1110 :Larpenteur South Lexington and Dunlap 10 :Avenue West . How many feet from an academy, college or university (measured along streets) ? one mile How many feet from church (measured along streets) ? 2 -1/2 blocks How many feet from closest public or parochial high or grade school (measured along streets) ? 9 blocks Name of closest school Chelsea Grade School, St. Paul, Minnesota How are premises classified under Zoning Ordinance? commercial On what floor located? Ground If leased, give name of owner Mrs . Cathrine Pepin, 827 Sowa Ave. West, St. Paul, Minn. Is application for drugstore, general food store or exclusive liquor store ?Exclusive liquor store How long have you operated present business at present site Do you now have an "On Sale" non - intoxicating liquor license? No (This application must be signed by the applicant, and if a corporation, by an officer of the corporation.) (Note: The State application form and information must be verified.) Issuance of license is not recommended. WITTMAY, LIQUOR 'STORE, INC. , a Minnesota corporation Dated 19 BY Y f� T, License Inspector. Vice President APPLICANT. Form S— Eevised 4/1/60 � , a • _ STATE OF MINNESOTA ° - LIQUOR CONTROL COMMISSIONER APPLICATION FOR OFF SALE INTOXICATING LIQUOR LICENSE This application and the bond shall be submitted in duplicate Whoever shall knowingly and wilfully falsify -the answers to the following questionnaire shall be deemed guilty of perjury and shall be punished accordingly. In answering the following questions "APPLICANTS" shall be governed as- follows: For a Corpora. tion one officer shall execute this application for all officers, directors and stockholders. For a partnership one of the "APPLICANTS" shall execute this application Ak all 'members of the partnership. EVERY QUESTION rMUST BE ANSWERED,., ,._ _, n 1. I Cletus H. Wittman as Vice President (Individual owner, officer, or partner) for and in behalf o Wittman Liquor Store inc. , hereby apply for an Off Sale Intoxicating Liquor License to be located ate -_10 West Larnenteur Avenue. , (Street Address and /or Lot and Block Number) Municipality of St . Paul , County of _ Ramsey , State of Minnesota, in accordance with the provisions of Minnesota Statutes, Chapter 340, commencing August 1, 196-L, and ending January 31, 1�4 2. Give applicants' date of birth Applicant i:s a Minnesota corporation (Day) (Month) (Year) u (Day) (Month) (Year) (Day) (Month) (Year) (Day) (Month) (Year) - " 3. The residence for each of the applicants named herein for the past five years is as follows: L Applicant is a Minnesota corporation and its business address is 1110 West Larpenteur Avenue, St. Paul 13, Minnesota 4. Is the applicant a citizen of the United States? If naturalized state date and place of naturalization If a corporation, or partnership, state- citizenship status of all officers or partners. Henry J. Wittman, Presidents Cletus H. Wittman, Vice President and John C. Stadohar,, Secretary- Treasurer, of said corporation are all citizens'of the United States. 6. The person who executes this application shall give wife's or husband's full name and address Mildred A. Wittman, 1077 California Avenue West, St. Paul 17, Minnesota 6. What occupations have applicant and associates in this application followed for the past five years? Operating off sale liquor store. 7. If a partnership, state name and address of each member of partnership =YJ-4n 21 FM .. ti. . . . . WITTMAN LIQUOR STORE, INC. ARTICLE I 017ICES Section 1. The Registered Office of the Corporation shall be st :!1C) West Larpenteur Avenue in the City of Saint Paul , County cf Ramsey , State of Minnesota, and the Corporation shall rsve other offices at such places as the Board of Directors may from time to time determine. ARTICLE II Section 1. PLACE. All meetings of the Shareholders stall be held at the Registered Office of the Corporation in the City cf Szirt Paul , County of Ramsey , Minnesota, or if c't.her place that the President stall designate. :,ection 2. TIME. An annual meeting of the Shareholders, after thA year 1964,.•shall be held on the lst day of January in each year; or if that date shall fall upon a holiday, then on the next Fucceeding business•day, at 9:00 o'clock A. M.; when they shall elect ;,v a majority Tote a Board of Directors. Except as otherwise providta in the articles, pursuant to provisions of Section 301.26, Subdiv!sicns 4 and 12, of Minnesota Statutes 1945, directors other than those cot' stituting the first board shall be elected by the shareholders In accordance with the relative voting rights ranted to the shares of each class by the articles. *on such other date and time as tile ;resident shall designate. NOTICE 07 MsETINGS Section 3 ANIIUAL MEETINGS. written notice of the Annual Mee t - irg shall be mmiled at least fourteen (14) days prior to the meeting to each Shareholder entitled to vote thereat to the last known addr— e° such Shareholder as same appears upon the books of the Corporation L..t. this notice may be waived in writing by shareholders. Section 4. SPECIAL iCKETINGS. written notice of a Special Meeting of Shareholders, stating the time] place, and object thereof, eltall be mailed to the last known address of such Shareholders, postage prepaid, at least fourteen (14) days before;such meeting to each Shareholder entitled to vote thereat, but this notice may to waived in writing by shareholders. Section S. QUORUM. The presence at any meet #nq, in perscn or t,y proxy, of the holders of a majority of the shares entitled to Tote shall constitute a quorum for the transaction of business. Each Share holder shall be entitled to one vote for each share, entitled to vctc, standing in his name on the books of the Corporation. If, however, such 'cr; ty shall not be present in person, or by proxy, at &ry re.: -+ tY.� Shareholders, entitled to vote thereat, those pre=, ^r.t !.-v- he power to adjourn the meeting from time to time, *",h - t'gn announcement at the meeting, until the requi-_t� v -L ;ng shares shall be represented. At such adjourned meet:rg a* *r, rc - quired amount of voting share shall be represented, any �._. .-ay be transacted which might have been transacted at the mcetirx or ;g.nally notified. Section a. VOTING. At each meeting of the Shareholders, every M,sreholder having the right to vote shall be entitled to vote i„ f,: s r,r , or by proxy, duly appointed by an instrument is writing subs_ ^ r i . t,y such Shareholder. Bach Shareholder shall have one vote for each share having voting power, standing in his name on the books of th_- Corporation. Upon demand of any Shareholder, the vote for Director:., or the vote upon any question before the meeting, shall be by ball-_. A! elections shall be had and all questions decided by a majority V:;tc, except as otherwise required by statute. Section 7. CALL OF SPECIAL MEETINGS. Special meetings of tl:^ Shareholders, for any purpose, or purposes unless otherwise prevcr;:, ed by Statute, shall be called by the Preeldent, or shall be called i,r the president and Secretary at the request in writing of a r-aJori ±y the Board of Directors, or at the request in writing of Shareholder- cwning not less than one -tenth of the voting power of the Shareh3:cn!i. o the Corporation. Such call shall state the purpose or pueposea of the proposed meeting. Section 8. Business transacted at all speeiai meetings shall be confined to purposes stated in the call. ARTICU III BOARD OF DIRECTORS Section 1. ELECTION OF DIRECTORS. The property and business c° this Corporation shall be managed by its Board of Directors, which shall be not less than three (3) in number and not more than They shall be elected at the annual meeting of the Shareholders, by II.al,,^.rity vote and each Director shall be elected to serve for one yet. ar until his successor shall have been elected and qualified. Xxcej• es otherwise provided in the articles pursuant to provisions of Section 301.26, Subdivisions 4 and 12o the Minnesota ut State$ ]';3 directors, other than those oonstitutingo the first board, shall be elected by the shareholders in accordance With the relative voting rights granted to the shares of each class by the articles. Section 2. ANNUAL XMIBGS. The regular annual meetings of the Board shall be held without notice at the time and immediately fol- lowing the adjournment of the Annual Shareholders' meeting, for the purpose of election of officers for the ensuing year and to transact ouch other business as m0.? properly come before it. Section S. REGULAR INN. Regular ■eetings of the Board shall be held without notice at the Registered Office on the fir day of each and ever? month at 9:00 o'clock in the fcren cc of said day or at such time as shall from tins to time be determined by the Board, or at such other place as the Board may determine. :=notion 4. S 'PECIAL M3ETINGS. Special meeting of � c_; ; ] :.d by the President at any time and shall be ca: t ed i r V"':7r.•'.cr requested to do so in writing by any member of t::c :. v ticP of special meetings may be given to each Directo- �cr,c•r- rr �ji mail or telegram at least five (5) days prior to tl:c i a, -ial meeting may be called without notice to the DirCleLO f,, i rcard convenes and all agree to the holding of the ►,,ett ,; �,.c• time and place and waive all rights of notice thereof. A.i li.,ti-rn which might be taken at a meeting of the Board cf M. rc r t,ry be taken without s meeting if done in writing, signer ui a:. ti,c Directors. Section 5. gUORUN. At all meetings of the Board, s the Iirectors shall be necessary and sufficient to conctitut- g q for the transaction of business, and the act of a majority of tr70 Directors present at any meeting at which there is a quorum, s1,:11 be the act of the Board of Directors. Section 6. ORDER OF BUSINESS. The Board of Directors may 1-7 tfine to time determine the order of business at their meeting. ,or usual order of business at such meeting shall be as follows: 1. The meeting is called to order by the President at the ti-� and on the date of the meeting. 2. Roll call -- quorum being present the meeting proceeds w:t,. business. 3. Reading by Secretary of minutes consideration and approval. 4. Report of officers. 5. Report of committees. 6. Consideration of communications. 7. Unfinished business. 8. New business. 9. Notion to adjourn. ARTIME IV of previous meeting and POWIMS OY DIRNCTORS Section 1. ISSUANCE OF SHARES. The Board of Directors are authorized and directed to issue shares of the Corporation, to t r amount authorised by the Articles of Incorporation in such am.t.ir--t and at such times as mV be determined by the Board and as may La permitted by law. Section 2. TRANSFER OF SHARES. Transfer of 'shares ehall be mRde on the books of the Corporation only by the person named 'r 9.- certificate or by attorney, lawfully constituted in writing and surrender of the certificate therefor, properly endoraed. Section 3. CLOSING OF BOOKS. The Board of Directors may fix = time not exceeding forty days preceding the date of any meeting :f SI^areholders, as a record date for the determination of the Shire - h -lders entitled to notice of and to vote at such meeting, notw;t}- standing any transfer of any shares on the books of the Corparat ;gin ar.y record date so fixed. The Board of Directors r'FY of the Corporation against transfer of shares during Ue . ar,y part of such period. Section 4 OTHER POWERS, In addition to the powers and -tli' n, - ;ties conferred upon them by these By- hews, the Board of Director,- ; nave the power to do all lawful acts necessary and expedient the conduct of the business of this Corporation, that are not - nf,!rred upon the Shareholders, by these By -Laws, or by the Ar g o___- of Incorporation, or by Statute. ARTICLE V OFl� Section 1. TSB BOARD OF DIRECTORS at its first meeting sr.d at i f-rot meeting after each annual meeting of Shareholders shall e t =t :rccident from its own number, and the Board shall also annually =� i '.ice President, a Secretary and a Treasurer, none of whom need bj n -weber of the Board. The President shall hold office until his zicces3or is elected notwithstanding an earlier termination of hta office as director. A Vice- president who is=not a director may ;,Dt 6ucceed to the office of President. Section 2. OTHER OFFICERS. The Board may appoint such otl:�_r officers and agents as it shall deem necessary, from time to tirrc, 4110 shall hold their offices for such terms and shall exercise amen pokers and perform such duties as shall be determined from time to time by the Board. Section 3. TFItI[B OF OFFICE. The Officers of the Corporation shall hold*offiee for one year or until their successors are chosen and qualify in their stead. Notwithstanding an earlier termination of their office as Directors, any officer elected or appointed by the Board of Directors may be removed by the,affirsative vote cf a ^ajority of the whole Board of Directors with or without cause. Section 4. SALAR ;$5,,, Thp salaries of all officers and ag.-n. of the Corporation shall be determined by the Board of Directors Section 5. PRESIDENT (a 'they`President shall be the chief executive officer of the Corporation; he shall preside at all ,meet. -c-- of the Shareholders and Directors; he shall have general active nirn- ggei. .nent of the business of the Corporation, and shall see that a.:l. orders and resolutions of the Board are carried into effect. (b) :!c snarl execute all bonds, mortgages and other contracts. (c) He :,ha'- be ;.x- officio a member of all standing committees, and shall have 4,t:R general powers and duties of supervision and management usually v,st=--i in the office of President of a Corporation. Section a. VICE PRBSIEUT. The Vice President small, in thL absence or disability of the President., perform the duties and exercise the powers of the President, and shall perform such other duties as the Board of Direotors shall prescribe. Section 7. SECRETARY. The Secretary shall attend all sessions of the Board of Directors and all meetings of the Shareholders ar_;: rn(ord all votes and the minutes of all proceedings in a book kept trr,t r,irpose; and shall perform like duties for V.- ittees when required. He shal] give, or cause to c' ;_. r-• 4: meetings of the Shareholders and of the Board o`' i• :hall rprform such other duties as may be prescr.b: d : ' - ir2ctors or Preeident, under whose supervision he1�'. be swern to the faithful discharge of his duty. 14o :•f custody the seal of the Corporation, and shcn rt,th .rl the Poard, affix the same to any instrument requiring it. Section 8 TREASURER. (a) The Treasurer shall hav-- the � rP the corporate funds and securities and shall keep full aiA n �•, ar.t of receipts and disbursements in books belongin,: to tl•- :,.,r��cration and shall deposit all moneys, and other valjuab' - f�: ',.he name and to the credit of the Corporation, in such drfj . r. any be designated by the Board of Directors. (b) Ile shall d., the funds of the Corporation as may be ordered by the Board, :. the proper 'vouchers for such disbursements, and shall render tc t Z:cident and Directors, at the regular meetings of the Boa-d, w-.--never they may require it, an account of all his transa ^tiorr Trrasurer and of the financial condition of the Corporation. shy: 1 give the Corporation a bond if required by a majorit, of t 3 of Directors, in such amount as they may determine, c:,p or more sureties satisfactory to the Board, for the fcr;.ance of the duties of his office, and for the restoration tc •_ Corporation, in case of his death, resignation, retirement cr rr fro•, office, of all books, papers, vouchers, money and other zr�; of Whatever kind-in his possession or under his control, belor..:._ the Corporation. Section 9. Hone of the officers of said Corporation sha,31 :sign any notes or bonds,for others without first securing the At`!4- consent of the other officers of this said Corporation. Section 10. VACANCIES. If the office of any Director or a• r officer or agent becomes vacant by reason of death, resignat{�r, retirement, disqualification, removal from office or otherwise, Directors then in office, although less than a quorum, by a ^a z.- vote, may choose a successor or successors, who shell hold cff:,, fcr the unexpired term in respect of which such vacancy occurr--.l. Section 11. MOTIVE COMMITTIE. The Board of Directors ­ t. , unanimous affirmative 'action of the entire Board, deeigrate twc it of their number to constitute an executive-committee, which, t^ r a gent determined by, u;=, mojas. affirmative, action of the ent i r. Fi,ai.l have and exercise the authority of the Board in the mark cf the business of the Corp FILti,p.x., Any such executive act only in the interval between meetings of the.Board, and shnl: eubject at all times to the control and direction of the Board. Section 12. SEAL. The corporate seal shall be circular i ' and have inscribed thereon in a circle the name of the ;;c rpnrat! c,. the State of Incorporation and the words "Corporate SArl" . ,. circle. ARTICLE VI CERTIFICATE OF SHARES Section 1. The Certificates of shares of this Cnc°peri t' _n ,n. n foim approved by the Directors to comply with t�,c : -n be registered in the books of the Corporation as they i ---hall exhibit the holder's name, number of shares and sn =z. ' s r;r cd by the President or Vice President and the Secretary Section 2. LAST CERTIFICATES. Any Shareholder claiminr, rt ^r.- tifleate of shares to be lost or destroyed shall make an affic-�v:t s.firmation of that fact in such form as the Board of Directors require, and shall, if the Directors so require, give the Corncr�,_. a bond of indemnity in form and with one or more sureties satiufaci tc the Board, in at least double the value of the shares represerl z.' by said certificate, whereupon a new certificate may be issued of m e tenor and for the same number of shares as the one allegcd tc have been lost or destroyed. ARTICLE VTI Section 1. INSPECTION OF BOOKS. Shareholders shall be per-:i: °. to inspect the books of the Corporation at all reasonable tir:co. Section 2. CHECKS. All checks and notes of the Corporation -V,- be signed by the Treasurer and countersigned by either the Pres.!c­ or Vice President or by such other officers or agents as may frc:- to time be designated by resolution of -the Board of Directors. Section 3. THE FISCAL YEAR shall begin the first day of January of each year, or on such other date as the r:, Directors shall determine from time to time. Section 4. DIVIDENDS OF THE CORPORATION, when earned, wry r._ J^clared by the Board of Directors at any regular or special refore payment of any dividends or making any distribution of Ftc:. there may be set aside out of the earned surplus of the Ccrporr?.,lr such sum or sums as the Directors from time to time in their at_:c,. d'scretion think proper as a reserve fund to meet oontingencici-, for equalizing dividends, or for repairing or maintaining a.ry 1,,r of the Corporation, or for such purpose as the Directors shall 1,111 conducive to the best interests of the Corporation. Section S. DIRECTORS' ANNUAL STATIST. The Board of D1r:,-•_- ahQ1I1 at each annual meeting and when called for by vote of �.:-- holdcrs, present a full and clear statement of the business and condition of the Corporation. Section 6. AMXNDMMB TO BY -LAWS. These By -haws may be ener:! or altered by the vote of a majority of the whole Board of Dir €ni r;t any meeting, provided that notice of such proposed amend.r.r.is have been given in the notice given to the Directors of such rcr,i,. Such authority in the Board of Direetore is subject to the power-1 the Shareholders to change or repeal such Bar -Laws by a ma.iority V1,,', of the Shardholders present and represented at any arniaal meet.rg or at any special meeting called for that purpose and the Bcarri cf Directors shall not make or alter any Ey -Laws fi.;Ing their nu��,bCV, qualification or term of office. ARTICLE VIII ,ay be wound up and the proceedings are ourt or subject to hall be subject to dissolved either voluntary, t n y the supervi;3i on of to._ the supervision of ►)— ings for dissolution may be 'inst f tut ^3 .,; is adopted by the holders of at l c-- s t i all stockholders at a shareholder: fine. , provide that the affairs of the corcorr +-_ f court, in which case the resolution rustees to conduct the winding up, rnd r-.y ; ig vacancies in the office of the true t- it be operative until a certificate, ;el;, the manner of adoption thereof, Nsident or the vice - president and by 'etary, shall be filed for record wf t Rection 301.37, provides for F,-- These provisions are t— ..,We , '' artf c . c: 't If not otherwise provided by the arti.:lea, J! .he holders of a majority of the voting power n entitled under the articles to vote and does •:e vote' cf the holders of more than one - fourth of Ar- of all shareholders entitled to vote; 3) I f an amendment would adversely affect the r 1 wi- :T . _ .... ^rs of shares of any class, then, in addition to the v­- y ► bd 1 vi sion 3, clause (2) , of this section, the ho ld ^. _ i:ares so affected by the amendment shall be entitle v • ; ass upon such amendment, whether or not by the terms cf t cuss is entitled to vote; and such amendment,shali `e ;y if it receives, as to each class so affected -by the amen:: °then. (a) The affirmative vote of the holders of two - thirds „t 6),i res of such class, or such larger or smaller vote thereo! , • than a majority, as the articles may require; or' (b) If not otherwise provided by the articles, the af'i•! to of the holders of a majority of the shares of such c., %na rot receive the negative vote of the holders of more than one P1. ^f the shares of such class. (4) If an amendment would make any substantial ch nge ,n {:- p:zrr�;se or purposes for which the corporation was organizer'., t- h c:,crs of each class of the shares shall be entitled to votes 3 .-ass upon such amendment, whether by the terms of the a.• i e k cacs is entitled to vote or not and such amendments shall 'a o:1y If it receives as to each e• �ass either: (a) The affirmative vote of the holders of two - thirds of tr - E7l.r�res of such class, or such larger vote as the articles may or • !b) If not otherwise provided by the articles, the affirm.,_ vote of the holders of a majority of the shares of such class :,,cs not receive the negative vote of the holders of more tha.:. ruurth of the shares of such class. Subdivision 4. When effective. After an amendment has tx° adopted by the shareholders, articlee of amendment setting furti- amiend "jent and the manner' of adoption thereof shall be sigre.'. ..:: ack-- w1_dged by the president or vice - president and by the o- :z_sistant secretary, and filed for record with the secretary state. If they conform to law, he shall, when all fees and charge_ therefor have been paid as required by law, record the same, and thereupon the amendment shall be effective. ARTICLE IX �:iS.R'CTION ON TRANSFER OF STOCK: No stockholder shall set' �fer or otherwise dispose of his stock until he sha:l fir_ c,* if;., the officers of said corporation in writing of the ni:rb(,r i ARTICLE VIII The corporation nzy be wound up and dissolved either r :rvc.Luntarily. If the proceedings are voluntary, they :.-,y : 3 either out of court or subject to the supervi:ji :in cf t:-f .f 'nvoluntary, they shall be subject to the supervision of !'+ Voluntary proceedings for diesclution may be 'instituted resolution therefore is adopted by the holders of at ;e rat t i ;.1 the voting power of all stockholders at a shareholders meet , ,ri►ed for that purposd. The resolution may provide that the affairs of the coroorr-,_t , ,hill be wound up out of court, in which case the resolution Je-- ignate a trustee or trustees to conduct the winding up, rnd r-- y ; v.6; a method for filling vacancies in the office of the truo., rc- such appointment shall net be operative until a certificate, se=t f ^rth the resolution and he manner of adoption thereof, s—grc% and acknowledged.by the pr sident or the vice - president and by -? secrc ary or' assistant seer tary, shall be filed for record ae— aretary of state. The Minnesota Statutes 19119 section 301.37, provides for r,.r -Rents of the Articles of Ineorpgration. These provisions are tr ,. .. ni.d somewhat oomplicated. They `read as follows: r Subdivision 1. Extent. A co poration may amend its artjc.r.,// Incorporation in the manner herein rovided, so as to include r any provision which it would be lawful to include in or onit. f:;;r- crig;nal articles at the time the amendm R— is made, or so as t.) It:, duration for a further definite time or p I Otually. Subdivision 2. Supersede original of sry shares, amended articles to sups be executed and acknowledged by all the recorded as provided in seotions 301.06 original articles. articles. Pri �to al' c t ., roads the original a'tic1�4 incorporators and fi .L ' a* ' and 301.07 with re3pec4 tc Subdivision 3. when and how made after allotment of shar,:L. After allotment of any shares: (1) Amendment of the articles may be made at any meetirg of shareholders, provided notice'of proposal to amend, stating tre cf such proposal, shall have been mailed to each shareholder e,• . to vote thereon, at least ten days prior to suoh'meeting, or ty wt-; _ consent of such shareholders given as provided by section subdivision 11; (2) Except as hereinafter in this section provided, an amend,- ­nay be adopted only if it reoeives either: (a) The affirmative vote of the holders of two - thirds of tier tenting power of all shareholders entitled under the articles tc ti tt or :such larger or smaller vote, not less than a majority, as Uri sr*.icles may require; or +.,es he desires to transfer or ot'rerwise dispcLe f f i cars cf said corporatior, shall then offer tt c r • tl:e corporation for sixty days for current bc;(k rporat ion Must exercise its exclusive right to �.• the aforementioned sixty day period. Zhe :above by -laws are hereby duly certified as t.r:.e x� • r r: t as adopted by the shareholders and Board of Dirr-ct c -: f is corporation. Henry J. Wittman • /' � ' , ,.... Cletus H.` Wif-Mn ohn C. Stadchar nll d JF the wAers.ignad, I*inq of full age, fox Cl.r i� c�>rjporatlt n ur,.idr end pursuant to the r� Co!Kporstio:, I,c t, and laws arm tr,ry tAereto, do hereby aseociate ourselves bF nn•.: A+iopt the follwiAq Aarticlis of Licnrko.c at . AR IGLt 1. 6�# rAA* of this Corporation is Nittnan Liquex AltnQE T1. :':te general tut tu: a of the b+irj Lnoss to 2aa can6 : nngaspe in t �O Paschase a_�.d sale of 1: ;.1.�x � �• °gig, and uiLir illed spit l •_a of all tj-pt., .-.!kcccs, and in general. en9ais U. the putc•riawv %-17 morcliandiee at watu -salt and at retiW, a nc.ti3 perr- IN"ing to the operation of a--,. ^t _ a and deal in real estate and peracn.ni Vi .a t me r al j to carry on aay other bps is�a 4 s JA w.d to hav-a and exerclas all pawra cQnfA_ �i�z�eerc•r� upon corporations forned under tLe a.. x c* sntl to do any and all other things hereL I - -- �a 1 Hxtertt as natural. persona might or could ART "j ux. duration of this corporation shall be hhng+z IV,. The location ant' post office address of its .1� .hia state of Kinrusot4L is IUO West Larpent•aur ;1 3,?, Rarc Zy CoMty, JKLIUWsote, or At such athrc „••rti as tha Board of Directors may designate from tboj ,. r 11�* s.•cvaUat of &cater, w4't*A with which }'1 -x CL�"' c .4 :n Lou% :L%18&k. is a tminI aim of aia Thousand I A8119,19 LF1 16 Me total OuthoriXed number of shares of thin r: r t ��n Mindred (1,500) com am shares without per vac u- .. A Y! w l ."he holder or .holders of the common shares &�u.11 "-o.: _ rri •iota at any meets g of the shareholders, and wiI.: N. • to one (l) vote for each ccmmon share hold. The ~.-.i I. .. 4 , I i fill ow t- 12 I C E R T I F I C A T'E THIS IS TO CERTIFY, that the attached Articles of Incorporation and By -laws of Wittman Liquor Store, Inc., a Minnesota corporation, are true and correct,copies thereof. IN WITNESS WHEREOF, I have hereunto affixed my name as Secretary and have caused the corporate seal of said corporation to be hereunto affixed this 18th day of July, 1963. Secret ry I, Henry J. Wittman, a Director of said corporation, do hereby certify that the foregoing are true and correct copies of the Articles of Incorporation and By -Laws of Wittman Liquor Store, Inc., a Minnesota corporation. irector 0