The herald., 1913-12-25
CHARTER
OF BOSTON SAMPLE SHOE SHOP. INC.
UNITED STATES OF AMERICA, STATE
OF LOUISIANA, PARISH OF OR
LEANS CITY uE NEW ORLEANS

| the parish Of Orleans state of Louisiana
therein residing. and in the presence of the
witnesses hereinafter named and underslgn
ed, personally came and appeared the sew
eral persons whose names are hereuntO sub
Iscribcd. who severally declared, that awaiting
| themselves of the privileges Of the laws OF
| the state Of Louisiana, relativ" To the forma,
| tiOu OF corporations. they have cOvenant"d
and agreed, and by these presents do cONcn'
| ant and agree, and bind and Obligate them
selves. as well as all such persons rs may
hereafter become associated with them, Ia
| form and constitute body corporate IN
| law, for the objects and purposes, and under
the StipulationS and provisions following,
tO-wit.
| ARTICLE The name and title Of this
IcorporatiOu Shal, be tn" BOSTON SAMPLE
SHOE SHOP. INC. and under that name II
shall hav" and enjoy all the rights, privi-
legcS and advantages granted by law 10 cor
IpOratiOnS. and shall have the right, power
land authority 10 enjoy succession ana cor
Iporate existence for and during The full pc
riOd Of ninety nine years from mis- date, I'M
less sooner dissolved in the manner herein
latter provided for. said corporation shall
have the power and authority 10 contract ;
| 20 sue and be sued To make and Use a cor
porato seal. and the same 90 break. alter or
Iamcni at pleasure. TO hold. receive. pur-
chase. convey. deliver. mortgage. hypothc-
! cate. and pledge any real or personal pro
perty. and 10 issue notes or other ubilgH-
| lions. nc-otiahl" Instruments. or other evil
IdcnrcS of dgbI To have ana employ such
managers. agents ana other employees aS the
| may require or demand and 10 make and
establish such bylaws. rules and regulations
| for the corporate management ana control
Of its affairs as from time 10 time may be
deemed CNueiinnt or necessary.
ARTICLE lI-Th" dnWiril' ~ this cor
poration shall be- in the city Of New Orleans.
parish of Orleans. state of Louisiana. ana an
citations and other legal process shall be
served upon the president. and I'm his alb
srnce upon the secretary and in IN" absence
Of both. upon the treasurer.
ARTICLE IlI.-The objects and purposes
for which this corporation l. established
land the nature Of tbc business % j." 10y II
carried on, ar" hereby declared % hr, TO
carry on the retail Sho" business IN IN" city
Of New Orleans or elsewhere. and In cnnnrc-
ton with said business, 10 sell all kinds Of
shoes, both for men. women and children, as
well rs all the accessories incidental TO such
business. and for such purpose To buy. sell
and generally deal in m"rchandiS" Of all
kinds and characters. and generally 10 do
all ana every such thing that may b" neceS-
Sary or incidental 10 the conduct Of such
business. and not inconsistent with the other
provisions Of this charter.
ARTICLE IV.-Thp capital stock Of this
corporation Is hereby nNed AT the sum or ten
thousand Sl0O0OOOb dollars. divided into
and represented by one hundred ilOOl shares
of the par value Of one hundred tSlO0.OOD
dollars each: said shares Of stock shall be
issued only al par, and when issued shall be
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 its
books.
No holder of stock In this corporation
shall sell his stock 10 any person, until he
has first offered II to the board Of directors
of said corporation at its book value at the
preceding inventory and IL shall be optional
for this corporation to refuse any transfer
Of stock made in violation of this provision.
This corporation shall be going concern,
as soon as three thousand S30OoOO) dol
t. II Il -. 10, >,
scribed and paid for as hereinabove provided.
ARTICLE V.-ATl the powers of this cor
pOratiOn shall be vested in. and the manage
ment and control of its affairs shall be eXer-
posed of three stockholders any two of
whom shall constitute a quorum for the
transaction of the business of this corpora
ton.
posed of Samuel II. Mitchell, Charles II.
Howard and ]. L. Steinau
The officers of the first board of directors
shall be Samuel II. Mitchell, president;
Charles II. Howard treasurer, and J. l..
Steinau. secretary. Said board Of directors
and officers shall serve and remain In office
until the first Monday in December. 1914,
and on which date annually thereafter, the
board Of directors shall be elected by the
stockholders at a meeting called for that
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 forfeiture Of this
charter.
In the election of directors, each stock
holder shall be entitled to one vote for each
share of stock held by him, which must be
cast either in person or by duly authorized
proxy and the majority of votes cast shall
elect Any vacancy occurring In the board
of directors may be filled by the remaining
directors, for the uneXpired term. At the
first meeting Of the board of directors, after
their election and qualification, they shall
elect from among their number president,
trpa SIrpr and a secretary.
ARTICLE Vial 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
before the date fixed for such meeting, unless
said notice has been waived in writing by the
stockholders.
ARTICLE vII.-This act Of Incorporation
may be amended, changed or altered, or this
corporation may be dissolved with the assent
of the stockholders holding and owning three
fourths of the capital stock thereof who may
ing of the stockholders convened for that
purpose, and Of which due notice has been
given.
Whenever this corporation shall be dis
solved either by limitation or from any
other cause, its affairs shall be liquidated
by three 90 commissioners, to be appointed
for that purpose, from among the stock
holders, at a meeting of the stockholders
convened for that purpose; said commission
ers shall remain in office until the affairs of
said corporation shall be fully and finally IL
liquldatOrs, from any cause whatsoever, shall
be filed by the remaining commissioners.
ARTICLE VlII.-NO stakeholder shall
ever be liable or responsible for the contracts
or faults of this corporation in any further
sum than the unpaid balance due by him on
the shares Of stock subscribed to or owned
by him; nor shall any mere informality In
the organization of this corporation have
the effect of rendering this charter null or
of exposing the stockholders TO any further
liability than the unpaid amount which may
be due on his stock subscription.
The list of subscribers hereto shall serve
as the original subscription list Of this cor
poratiOn.
Thus done and passed in my notarial of
flee, In the city of New Orleans, in the pres
ence of Messrs. John L. COrcOran and Otto
T. Hasenkampf, competent witnesses of law
full age. and residents Of this city and par
ish, who have hereunto subscribed their
names, together with the said appearers and
me, notary. after due reading of the whole
(Original signed) Original signers Jno.
L. Corcoran, Otto 7. HasenkamPf.
/, the undersigned, recorder of mortgages.
In and for the parish OF Orleans, state of
Louisiana, do hereby certify that the fore
going act of Incorporation of the Boston
recorded In my office, in book 1119, folio =.
New Orleans, La December 3rd 1913.
(Signed) EMILE ]. LEONARD, d. K.
State of Louisiana,
Parish OF Orleans.
|, the undersigned notary, do hereby GER
tify the above to be true and correct copy
of the act of Incorporation Of the Boston
Sample Shoe Shop, Inc, passed before me
on the 2nd day of December, 1913, together
with the certificate of the recorder Of mort
cages for the parish OF Orleans thereunto
attached.
In faith whereof. witness my hand and
seal this fifth day of December, 1913.
H. MICHEL,
nj D,gh