The herald., 1913-10-23

Z" bSNN POAaAN III AdN " IA
objects and purposes and under the stipula
tiOns and provisions following. to-wit:
ARTICLE 1.-The name and title Of thi
corporation shall be the SEIDEL-GROS
MANUFACTURING COMPANY, and unde
that name II Shall have and enjoy all III
rights, privileges and advantages granted b.
law TO corporations, and shall have tn
right, power and authority 70 enjoy success
sion and corporate existence for and durin
the full period Of ninety-nIne years iron
this date, unless sooner dissolved In tn
manner hereinafter provided for. Said cor
IpOratiOn shall have the power and authOrit,
to contract: TO sue AMI be sued to max
and use a corporate seal, and the same L
break, alter or amend at pleasure; to hold
receive, purchase, convey, deliver, mort
gage, hypothecate and pledge any real o
personal property, and TO issue notes an,
other obligations. negotiable instruments, o
other evidences Of debt 10 have and emplo!
'Sucn managers, agents and other emplOye
as the interest and convenience Of said cor
IpOratiOn may require or demand, and Il
make and establish such bylaws, rules an(
regulations for The corporate management
and control of Its affairs as from time Il
time may be deemed eXpcdicut or necessary
ARTICLE 1.-THE domicile Of this corpO
ration shall be in the City of New Orleans
parish of Orleans, State of Louisiana, anC
all citations and other legal process shall
he served upon the president, and In his alb
sence upon the vice-presidcnt, and in the alb
seuce of both, upon the Secrctary-treaSurer
ARTICLE - objects and purposes
FOR which this corporation is established. and
the nature OF the business TO be by IL carried
n, are hereby declared 70 be to do a general
untractlng business, building and construct,
ing OF wagons, carriages. buggies, automo-
blIcS, or repairing same, and In general to
buy end sell merchandise and do any and
all character and nature Of business that re-
fcrS TO the blacksmithi1g or manufacturing
Of articles necessary in carrying on the
business of biackSmiths and wheelwrights,
and TO buy, sell, lease or otherwise deal in
all machinery useful or appurtenant to said
nuFDU<N< and VtntFllNV IN do aud nnUp fa in
any other business, undertaking or enter
prise connected with, growing out of or Incl
dental to any of the objects hereinbefOre set
forth.
ARTICLE IY.-rhe capital stock Of this
corporation Is hereby fixed at the sum Of
three thousand dollars (S3, 0O0.OO) divided
into and represented by thirty 500 shares
of the par value Of one hundred (Sl0O.00)
dollars each said shares of stock shall be
issued only at par, and when Issued shall he
paid for In cash or property or In the equiv
alent thereof. All shares OF stock shall be
issued as full paid and worcestershire. and
no transfer of said stock shall be binding
on said corporation unless recorded on It's
books. No holder OF stock in this corpora
ton shall sell his stock TO any person until
he has first offered il to the board OF direc-
tors OF said corporation at its then book
value, and it shall be optional for this cor
poration to refuse to recognize any transfer
or stock made In violation of this provision.
This corporation shall be a going concern
as soon as three thousand (S3. 900. 00) dol
lars of It's capital stock shall have been sub
scribed and paid for as hereinbefore pro-
ARTICLE v.-AI the powers Of this
corporation shall be vested in and the man
agement and control Of its affairs shall be
exercised by a board Of directors to be CON.
posed OF three stockholders, any two OF
whom shall constitute a quorum for the
transaction of the business OF this corpora
ton: The first board Of directors shall be
Grosz and Louis Kaul The officers OF first
board shall be selected by the said
board of directors before their first meet
ing, VINO shall select a president, a vice
president and a secretary-treasurer. Said
BOARD or directors and officers shall serve
and remain in office until the 18th OF Sel-
TENDER, and on which date annually there
aIter the board OF directors shall be elected
by the stockholders at a meeting called for
tnat purpose. All directors and officers
shall hold office until their successors are
elected and qualified. and any failure TO elect
directors. shall not be regarded as a forfeit
ufe or this charter. In the election of d.
%rectorS. each stakeholder shall be entitled TO
one vote for each share of stock held BY him.
which must be east either in person or by
duly authorized proxy, and the Majority Of
votes cast shall elect. Any vacancy occur
ring. In the board Of directors NAV be filled
Dy the remaining directors for the unexpired
Term. At the first meeting of the board of
directors after their election and oualidca-
ton they shall elect from among their nurl-
per a president, a vice-president and a secre-
tary-treaSurer.
ARTICLE VI-All the meetings OF the
stockholders shall be called by written no.
tice, mailed to the last known address OF
each stakeholder. not less than thirty days
befroe the date fixed for such meeting un-
less said notice has been waived in writing
by the stockholders.
ARTICLE VIi.-This act of Incorporation
may be amended, modified. changed or al
tered, or this corporation may be dissolved
with the assent Of the stockholders holding
and owning thrce-fOurths of the capital
stock thereof who may be present or repre-
at a general meeting of the stock
convened for that purpose, and of
which due notice has been given. When
ever this corporation shall be dissolved.
either by Limitation or from any other
cause, its affairs shall be liQuidated by three
(3) commissioners TO be appointed for that
purpose from among the stockholders. at a
meeting Of the stockholders convened for
purpose said commissioners shall re-
main In office until the affairs of said cor
shall be fully and finally liquidated.
Any vacancy occurring among the liquida-
tors, from any cause whatsoever, shall be
illed by the remaining commissioners.
ARTICLE VIII.-No stakeholder shall ever
he liable or responsible for the contracts or
of this corporation In any further
than the unpaid balance due by him on
he SHARES Of stock subscribed TO or owned
~ him. nor shall any mere informality In
he organization Of this corporation have
he effect of rendering this charter null or
II exposing the stockholders to any further
$500 NANH ~ hHfaAL hlOhhN WIN may
e due on his stock subscription. The list
( subscribers hereto annexed shall serve as
he original subscription list Of this corpora
ion.
Thus done and passed In my notarial Of
&c in the city OF New Orleans, in the pres
nee of MesSrs. Otto T. Hasenkampf and Ell
on 5. Lazarus, competent witnesses, of law
age and residents of this city and par {
III, who have hereunto subscribed their l
ames, together with the said appearers and I
lie, notary, after due reading Of the whole. 9
lSigned) Bennett W. Seidel, IA shares at I
100; John G.. Grosz, IA shares at 500
ouis Raul, . shares at 500. witnesses A.: O
ldon s. Lazarus and Otto T. Hasenkampf.) S
II. MICHEL, Not. Pub. S
l, the undersigned. recorder of mortgages
and for the parish of Orleans. State OF f
o~uisiana. do hereby certify that the above (
nd foregoing act OF Incorporation of the S
Seidel-Grosz Manufacturing Company was a
rs day, duly recorded in my Office in book s
10, folio = r
New Orleans, September 10th. 1913. =
(Signed) EMILE ]. LEONARD, s
(SeaD Dn PccorSer 7
a true copy of the original charter of the Y
.idel-Grosz Manufacturing Company, passed
tore me, the undersigned notary, together
It'll the recordation OF same.
II. MICHEL, Not. Pub. II
sept Is % oct . Q 16 % T