The herald., 1912-11-21
ARTICLE ii.


The domicile of this corporation shall be
in the city Of New Orleans, Parish of Or
leans, State of Louisiana, and all citations
and other legal process shall be served upon
upon the yice-president, or in the event of
the absence Of both of said officers upon the
secretary-treasurer of said corporation.
ARTICLE III.
The objects and purposes for which this
corporation Is formed are hereby declared
to be a general business corporation and
II IS organized TO carry on the business or
jewellers and opticians or any other business
not prohibited by law to deal In jewelry and
optical goods generally, and apparatus Tor
carrying on the business of opticians; to
manufacture buy, sell, import and export,
deal in and deal with goods, wares and mer-
chandise of every class and description; ana
in particular watches and parts thereof, In
Guiding both movements and cases, tewelry
and gold and silver generally; eye glasses,
opera glasses, field glasses and magnifying
any articles of gold, silver, glass and leather
ware, and novelties of all kinds and any
other articles that may be conveniently dealt
in in connection Herewith.
The authorized capital stock OF this cor
poration is hereby fixed at the sum of ten
thousand dollars (S10,000.0O), divided into
two hundred shares Of the par value OF NIFTY
dollars (s5O) each, and this corporation
shall commence doing business only when
four thousand dollars of the said stock shall
have been subscribed for. Said capital stock
shall be full paid and worcestershire when
issued and shall be issued only for cash or
in payment for property, movable or immo-
vable, actually purchased by, conveyed 10
and received by said corporation or for labor
done or services rendered.
No transfer Of said capital stock shall be
binding upon this corporation unless re-
corded on the books thereof and made pur-
suant to and in accordance with Its charter
and bylaws. No stakeholder may ofer for
sale, assign or transfer his stock In this
corporation without giving to the other
stockholders ninety days prior notice or such
intention, which notice shall be given In
writing to the president, who shall there
upon Immediately communicate said notice
in writing to each and every stakeholder OF
record, in the manner set out In Article V
for notice OF stockholders meetings and the
other stockholders shall have the first priv
ilege OF purchasing said stock or any part
thereof at the book value thereof for pc
riod Of ninety days from the delivery of said
notice to the president, after which ninety
DAYS said stock may be sold in open market.
In the event that the other stockholders
avail themselves Of the said ninety day priv
ilege and the demand should be for more
shares than are offered for sale, the stock
holders desiring to buy shall be entitled TO
purchase upon the pro rata basis of the stock
already standing In their respective names
on the books Of the company.
ARTICLE V.
The business and affairs Of this corpora
tion shall be managed and conducted by, and
all the corporate powers thereof shall be
vested In and exercised by a board OF three
directors to be elected from among the stock
holders of the company. The entire board
present, either In person or represented by
proxy, shall be necessary 10 constitute
quorum of the board, provided that IL at any
meeting a quorum be not present, two direc-
tors present In person or represented by
proxy, shall constitute a quorum at the
next meeting.
Until the first Monday in April, 1913, or
until their successors are duly elected, quail
flied and installed, the directors of this cor
poration shall be composed OF Jules ID. Eel
tel as president, Theodore Lowinsohn as
vice-president and Milton NJ. Feitel as sec
retary-treasurer. On the first Monday In
April, 1913, and semi-annually thereafter,
to-wit: on the first Monday in October and
the first Monday In April of each year, a
meeting Of the stockholders of this corpora
, tion shall be held at its domicile for the
purpose of electlng directors for the ensu-
ing term. Said election shall be by ballot
and the stockholders receiving a majority
of the votes cast shall be declared elected.
failure from any cause whatsoever 10 hold
this said semi-annual meeting or failure TO
elect directors on the day above specified,
shall not dissolve the corporation, but the
directors and officers then in office shall hold
over until their successors have been duly
elected, qualified and installed and there
shall be no election of directors by stock
holders until the date OF the next Semi-an-
nual meeting, to which or to any subsequent
| semi-annual meeting or meetings the same
rules shall apply.
Except as herein otherwise provided. no.
| tice of all meetings of stockholders for the
election of directors or for any other pur-
pose, shall be given In writing by the secre
| tary-treasurer at least ten days prior to the
| date fixed for said meeting, and shall either
| be delivered personally to the stockholders
| or deposited in the mail directed to each
stakeholder TO his address as same shall ap.
| pear upon the books Of the corporation, and
IL no address appears upon the books of the
corporation, then said notice shall be depos-
tied In the mail directed, care of General
Delivery, New Orleans, La.
Any notice required by this charter may
be waived In writing by any or all of the
stockholders appearing as such upon the
| books. At all meetings Of stockholders,
each stakeholder shall be entitled to cast one
| vote. either in person or by proxy, for each
share of stock owned by him and standing
| In his name on the books of the company,
| and except as herein otherwise provided
| a majority Of the votes so cast shall be suf-
icient to elect or decide any and all ques-
| lions voted upon.
ARTICLE VI.
The directors of this corporation as soon
as possible after their election, shall qualify
| take Office and elect from among their mum
| Der a president, a vice-president and a sec
retary-treasurer. The board of directors