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pursuant to the provisions of section 67, of chapter 437, of the Acts of 1903.

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. and made oath that he would faith

fully perform the duties of Auditor of the aforesaid corporation, as required by section 67, of chapter 437, of the Acts of 1903. Before me,

If in the State, oath may be taken before a justice of the peace or other magistrate authorized to administer oaths; if out of the State, before a commissioner for Massachusetts or notary public.

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a Corporation organized under the laws of the State of...... in compliance with the provisions

of the 65th section of chapter 437 of the Acts of 1903, do hereby certify that the capital stock of said Corporation has been increased by the amount of..

dollars, and that the same has all been paid in.

IN WITNESS WHEREOF, we have hereto signed our names, this

day of.....

year nineteen hundred and...

17 See St. 1903, c. 437, § 65.

.in the

COMMONWEALTH OF MASSACHUSETTS.

. SS.

Then personally appeared the above-named...

.190..

and severally made oath that the foregoing certificate, by them subscribed, is true, to the best of their knowledge and belief. Before me,

[The approval of the Commissioner of Corporations is to be endorsed hereon.]

B. FORMS CONNECTED WITH ORGANIZATION.18

(1) Subscriptions to Stock.

Form 19. Subscription Agreement.

Whereas the organization is contemplated of a corporation under the laws of the Commonwealth of Massachusetts, to be known as the..... ..Company or by such other name as may be selected, with a capital stock of not less than $....

for the purpose of...

and

it is desired by the undersigned to become a shareholder in

the said corporation:

Now Therefore,

the undersigned,

does hereby promise and agree to and with [insert name of promotor or person organizing the corporation] of....

in consideration of the promises of the said....

hereinafter stated, that he will pay to the said....

or to any person or corporation to whom he may assign this agreement, on demand, the sum of..

....

...dollars, .shares of the

being the subscription price of.... capital stock of the said corporation, or such part thereof as may be called for. The stock thus paid for to be delivered at the earliest possible moment after the organization of the company.

18 See also supra, A, "Official Forms."

This agreement is conditioned upon the procuring by the ...of other bona fide subscriptions,

said....
aggregating in all not less than $.....
stock of the said corporation.

The said.....

to the capital

..on his part, in consideration

of the foregoing, promises to use his best endeavors to obtain such amount of subscriptions, and his best efforts to perfect the organization of the said corporation.

Witness our hands and seals this...

190..

day of...

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We, the undersigned, hereby agree to organize a corporation under the general laws of Massachusetts, to be known as the .Company, with a

......

capital stock of. ..dollars, divided into.... shares of the par value of. . . . . . . . dollars each, for the purpose of..... to be located at. and we hereby agree to pay to the treasurer of said corporation the amount of the shares of the capital stock set against our several names, in such amounts, and at such times and places as the directors may demand by a notice mailed to each subscriber seven days, at least, before such subscription is payable.

DATE.

NAXE.

ADDRESS.

SHARES.

AMOUNT.

Form 21. Assignment of Subscription.

For value received, I, ..

hereby assign, transfer and set over into.

..of...

all my right, title and interest as a subscriber to and an incorporator of the...

..Company,

to the extent of. . . . . . . . . . shares of the capital stock thereof, and I hereby direct said Company to issue the certificate for said shares in the name of said....

assigns.

Witness my hand and seal this....

(2) General Purpose Clauses.

..or his

..day of

Form 22. Acquiring Real and Personal Property. Generally to purchase, take on lease or by exchange, or otherwise acquire, any real and personal property, and any rights or privileges which the company may think necessary or convenient for the purposes of its business.

Form 23. Absorbing Other Concerns.19

To acquire good-will, rights, property and assets of all kinds, and to undertake the whole or any part of the liabilities, of any person, firm, association or corporation, and to pay for the same in cash, stock, bonds, debentures or other securities of this corporation, or otherwise.

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To acquire and take over as a going concern the business now carried on at No. ... ..Street, under the style or firm of A. B. & Co., and all or any of the assets and liabilities of the proprietors of that business in connection therewith.

Form 25. Borrowing Money and Issuing Bonds.

To borrow or raise moneys for the purposes of its incorporation, to issue its bonds, notes or other obligations for moneys

19 See also infra, Forms 82 and 92.

so borrowed, or in payment of or in exchange for, any real or personal property, or rights or franchises acquired, or other value received by the corporation and to secure such obligations by pledge, or mortgage under deed of trust or otherwise, of or upon the whole or any part of the property at any time held by the corporation, and to sell or pledge such bonds, or discount such notes or other obligations, for the proper purposes of its incorporation.

(3) Special Purpose Clauses.

Form 26. Advertising.20

Buying, selling, handling, dealing in, advertising, and putting on the market, samples, sample books, sample supplies, dry goods and merchandise of every kind and variety used or to be used in a general sample and supply business, also buying, owning, holding, selling, and disposing of any letters patent, trade marks, and copyrights issued, used or required in carrying on said business; and doing all things incident, convenient or necessary to such business, and dealing in all articles, merchandise and property necessary or incidental to, or convenient for the carrying out of any of the aforesaid purposes.

Form 27. Art Dealers.

Buying, selling and dealing in paintings, water colors, etchings, engravings and works of art, and manufacturing and dealing in picture frames, and buying, manufacturing and dealing in any and all property and things in any way connected with said business.

Form 28. Automobiles.

To manufacture, buy, sell, lease, export, import and generally deal in automobiles and motors of all kinds to be operated by steam, compressed air, electricity, gasoline or other kind of power, and all parts and appliances and mechanical devices which may enter into the construction of automobiles and motors, or are used in connection therewith; to rent and store. 20 See also infra, Forms 60, 61, 97 and 98.

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