The herald. [volume] (New Orleans, La.) 1905-1953, 1913-03-13
CHARTER

ItSTTED STATES OF AMERICA; Si ~
OF LOUISIANA, PARISH OF ohhEAN"'
CITY OF NEW ORLEANS
n. :, known that on this eighth day OF
tho month of March. In the year ninetceli
hundred and thirteen, before me, ma iln'.o
R0sen, notary public, in ana lor the ~, Nv
na rIsb and state, personally came anu az
~. rod the pprsOns hereinafter suDScrlOeu
Who declared that, availing themselves VI
the laws 81 this state, relative 10 lhe ~,
gonizatIon of corporations In sucu G asSS
madc and proyidcd, they constitute theih
selves their associates. SUCCESSORS anu as
signs. corporation under the stipulatioIis
herein set forth, which they ADOPT aS 'hei
c""''''' ARTICLE l.
Tho name and title of this corporation
shall be Rosenberg NeugaSS toinP Tna nine %n
n shall enjoy succession Tor nlnet NM me
wears from this date, aud shall nave ioL W
purposes of the business 10 ne carIleu Oh Wy
it. all the powers conferred % ."T w Con con.
Corpora tionS, including the power 10 Coi
tract debts borrow money, issue notes ana
other obligations, and to purchase; Iease'
sell. mortgage, pledge, exchange anu JIM JIM
wise acquire ALLEVIATE or dispose Oh proPtIc
real personal or mixed, in the prosecution OF
its business to contract, sue ana DE sueu'
10 make or use, II 1t so desire, corpora.c
seal and the same to break or alter at pleas
ure 10 make bylaws for Its government
and the same to alter, amend, or repeaI al
pleasure: to name and employ such hand
gers directors, officers, agents ana EN-,
nloyees as It's interests may require ana
Generally TO exercise all the powers neces-
sary or convenient to carry on SAID Dusl-
ness ,,, y,
The domicile Of this corporation shall be
I'm the city of New Orleans, state or LOUISE
ana and all citation and other legal process
shall be served on the president, and in case
Of his absence or disability on the secre'al!
treasurer. ~,
Tho objects and purposes Of this cOrpor-
alton and the nature of the business to be
carried on by 1t are hereby declared TO De
that of importers and dealers In articles Oh
merchandise, and to export manufacture,
buy and sell at wholesale or retail, articles
of merchandise. whether as principal or
agent on commission or otherwise; and 10
do ALI things connected with or Incidental 10
said business. 49,
The capital stock of this corporation Is
hereby fixed at the sum or one hundred
thousand dollars divided into and repre-
sented by one thousand shares OF the par
value of one hundred dollars per share. This
company shall have the right to commence
business and be a going conern when three
thousand dollars Of the capital stock shall
have been subscribed and paid for. All stock
shall be paid for either in cash or property
received or labor done at such time and
upon such terms and conditions as the board
OF Directors shall prescribe. The capital
stock NAV be increased or decreased In ac-
cordance with the laws OF this state. All
transfers Of stock shall be made on the
books of the company on the surrender OF
outstanding certificates and pursuant to such
scribe, and no certificate of stock shall be
issued except when paid in full as above.
No stakeholder shall have the right to
sell or dispose OF his stock without first
Offering Il in writing for fifteen days through
the board of directors TO the other stock
holders In proportion to their respective
holdings, at a price not In excess of the boob
value as OF the date Of such offer; and II
any stakeholder refuses to purchase, the
others shall have the right to buy the same
in proportion to their respective holdings
and ali stock shall be issued and held sub
ject to this provision of the charter.
The corporation shall have the right t.
purchase any business within the purposes
OF this corporation and pay for same eithe
by cash or in stock of the corporation o
otherwise as the board Of directors shall
decide.
All the powers of this corporation shall
he vested In and the business and affair
consisting of three stockholders who shal
be elected annually at a meeting of tn
stockholders held on the first Monday o
March Of each year. except the first boar
first annual meeting which shall take plac
on the first Monday OF March, 1914.
All elections shall be held by ballot a
the Office OF the company under the supe
vision Of two commissioners TO be appointe
by the board Of directors. Notice Of sue
meeting shall be given by the secretar.
treasurer In writing, delivered to each stool
holder In person, or mailed TO his last know
address at least ten days prior to such ele
ton, or by one publication In a daily new
paper In this city at least ten days prior I
such election but this notice may be waive
by all the stockholders.
At all such elections and at all meeting
OF the stockholders. every stockholder sha
be entitled to one vote for each share
stock standing In his name on the books
the company at the date Of such election
meeting: said votes 20 be cast In person
by written proxy, and a majority of Il
votes cast shall elect.
The failure to elect directors at the a
corporation, nor impair its management
any respect; but the directors and Office
shall remain In Office until their successo
are elected and qualified.
The board OF directors shall elect as so
as possible after their own election, al
from their own number, president, a vic
president, and a secretary treasurer a
may grant 10 each officer such powers
they deem proper.
All vacancies In the board for whatey
cause shall be filled by the remaining
rectors. Any member OF the board may
point any other stakeholder his proxy
attend any meeting and act in his pls
and stead.
The board Of directors shall be YES,
with full power and authority to make
contracts. purchases and sales and to ma
all bylaws. rules and regulations for {
conduct OF the business OF the company, a
the same TO alter, amend or repeal at pie
ure {: and the board may. from time TO tir
name and appoint all such officers, agen
ana and sPs ssvs as ,S sey may De
and define the duties OF every officer, age
servant and employee.
All checks and evidences OF indebtedn
must be signed by the president and
secretary-treasurer. except that in the
sence or disability OF either, the vice-pre
dent shall act in HIS place.
ARTICLE vi.
Whenever this corporation shall be
solved either from limitation or otherwi
its affairs shall be Hquidated by two co
missioners to be appointed from anon,
the stockholders at a general meeting
the stockholders convened for that purpo
of which meeting notice shall be given
the time and manner provided for sto
holders meeting In Article VII of this chi
ter. and majority in amount Of the CAPT
stock represented at such meeting shall
requisite to elect. Said commissioners sh
remain In office until their affairs are fu
liquidated In case OF the death, resigI
ton, or inability to act OF either OF 81
commissioners the vacancy shall be ali
by the stockholders after similar notice Z
Ill which time the survivor shall contin
70 act. The said notice may be waived
the unanimous consent Of all the stockho