The herald. [volume] (New Orleans, La.) 1905-1953, 1913-05-01
CHARTER


UNITED STATES OF AMERICA. STATE
OF LOUISIANA, PARISH OF ORLEANS.
CITY OF NEW ORLEANS.
BE IL known, that on this l4th day OF
the month of March, in the year or our
Lord. one thousand nine hundred and thir,
teen. and OF the independence OF the United
States Of America, the one hundred ana
Calm. a notary public, duly commissioned
and qualified, in and for the city Of New
Orleans, parish OF Orleans, state or lOulsl.
ana, therein residing and in the presence OF
the witnesses hereinafter named and under
signed, personally came and appeared the
parties whose names are hereunto sub
scribed who declared, that availing them
selves of the provisions OF the laws OF TINS
state relative to corporations, they have COW
enanted and agreed and by these presents
covenant agree and bind themselves, lS
well as such other persons as may hereafter
become associated with them TO from ana
constitute a corporation and body polite In
law for the purposes and objects, and under
the Stlpulations and articles and conditions.
to-wit:
ARTICLE |.
This corporation shall be known as the
Union Fruit Auction Co" and It's dOmiclle
shall be In the city of New Orleans, state
Of Louisiana. The president Of the board
of directors thereof, or in his absence the
vice-president. shall be the proper person
on whom citation or other legal process
shall be served, and said corporation shall
exist and have and enjoy succession, under
its aforesaid corporate name, for the tull
term and peroid OF ninety-nine years from
and after the date hereof and shall have
power and authority TO contract, sue and
be sued in its corporate name, 10 make ana
use a corporate seal, with such device as
may hereafter be determined upon; the same
to break alter and amend as might be
deemed proper; TO make and establish such
bylaws, rules and regulations for the proper
management and regulation of the affairs OF
Nf7wa lA nv a
proper, and the same to change, alter and
amend at pleasure: TO borrow money, make
notes, bonds or obligations and TO pledge
Its capital stock; TO hold, lease, receive, pur-
chase and convey as well as to mortgage and
hypothecate, under its corporate name, prop
erty both real and personal
ARTICLE III.
The objects and purposes for which this
corporation Is formed, are declared TO be
as follows:
To transact and conduct a general auction
business in fruit and produce, and other ar
tices, In all its branches: to advance mo
ney on consignments whether sent under
contract, or otherwise, and to take all steps
needful and proper to secure all such ad-
yanceS.
The capital stock of this corporation Is
hereby fixed at the sum OF fifty thousand dol
lars 1850, O.00), to be represented by two
thousand 10000 shares Of the par value OF
$500 each, payable in full at the time OF
be paid for as called for by the board OF
directors. The board OF directors shall have
the right to issue shares of stock only for
cash. services rendered, merchandise, prop
erty or other valuable considerations, as
they may zee fit.
ARTICLE Nv.
The corporate powers OF this corporation
shall be vested in and exercised by a board
from the stockholders OF this corporation
any four OF whom will constitute a quorum
for the transaction of corporate business.
The first board Of directors under this char
JAG Stitch, n. e. Stitch, George W. Dawson
Matt II. Stork, Erickson Richards, Joseph
Cangelosi and Geo. II. Appel.
Said board of directors shall remain and
hold Office for one year from the date OF
their election, or until their successors have
been duly elected and qualified, which cleo
ton shall take place the fourth Tuesday In
March, 1914, and annually thereafter. The
election for directors shall be by ballot, and
the majority In amount of stockholders
voting whether present or by proxy, shall
elect the persons for whom they are cast
Each share Of stock voted upon to be count
ed for one vote. After the election Of the
board OF directors, the said board shall elect
from their own number a president, vice
president and secretary treasurer. The first
officers Of this corporation and of the pres
Stitch, president; George III. Appel, vice
president and George W. Dawson, secre
tary-treasurer.
The board Of directors shall give at leas,
ten days notice by mall Of the election OF
directors, and shall appoint one or more
stockholders to preside at such election
Any failure from any cause whatsoever tc
elect directors on the day named for that
purpose shall not dissolve this corporation
but the directors and officers then In Office
shall hold over until their successors are
chosen and qualified
The board of directors shall have full
ar.A AZ L.
their number caused by death, resignation
or otherwise. The said board Is further
authorized to frame and adopt such by
laws, rules and regulations as the affairs
and 1t may deem necessary for the conduct
ing and management thereof, provided the
same does not conflict with this charter, and
the laws Of the state Of Louisiana, and thost
of the United States.
ARTICLE V.
This charter may be amended, modified
or altered or this corporation dissolved, al
a general meeting OF the stockholders con
the majority of the stock which may b.
issued, present or represented at such meet
ing. Thirty days notice by mail shall bt
given OF such meeting; in case of dissou
liquidation Of its affairs shall be conducted
by three commissioners selected in like man
ner and by like vote and assent at a meeting
Of the stockholders called as above for thai
purpose.
ARTICLE VI.
No stakeholder shall ever be liable or re
sponsible for the debts, contracts or fault:
Of this corporation for any further sun
than the unpaid balance due on the share:
OF stock subscribed for or owned by him
tion have the effect of rendering this char
ter null, or of exposing a stakeholder to any
liability beyond the amount OF the unpaid
balance on his subscription to the stock.
ARTICLE VII.
Should any stakeholder or stock Owner
desire to sell or dispose of all or any par
of said stock or relinquish his interest IL
the corporation or desire to terminate o.
dissolve the same. he shall first tender sucl
stock for purchase to the other stakeholder,
and the other stockholders shall have tn,
preferred right for sixty days to purchas,
the stock so rendered at the price shown BY
the books of the company. All stock ISSUED
or to be issued shall be subject TO the fore
going provision.
ARTICLE VIII.
The capital stock OF this corporation may
be increased or decreased on complying will
the requirements of the law, and with suci
as may be hereafter adopted by the boarC
ARTICLE TX.
This corporation shall be a going concern
and be authorized TO do business under thi.
charter as soon as the sum of i've Thousand
dollars S5,000.00) shall be subscribed for
Thus done and passed In my Office on tn,
day and date, first above written, In tn,
presence of Messrs. 7. A. Schuber and vii
liam COnkerton, both competent witnesses
presents, together with the said parties anC
me, notary, after a due reading Of thu
whole, the parties heerto also af6Xing oppo
site their names their respective subscrip
lions to the capital stock of this corpora
ton, which shall constitute the original sub
scription list of stock subscribed In thi