The herald., 1913-09-25

pOration shall have the power and authority
to contract; to sue AM be sued: 10 make
and use 4 corporate seal, and the same 10
break, alter or amend at pleasure; TO hold,
receive, purchase, convey, deliver mort
gage hypothecate and pledge any real or
personal property, and 10 issue notes ana
other obligations. negotiable instruments, or
other evidences OF debt; TO have ana employ
such managers. agents and other employees
as the interest AMI convenience or said cor
pOratiOn may require or demand, ana 10
make and establish such bylaws, rules and
regulations for The corporate management
aud control Of ITS affairs as from time TO
time may be deemed eNpcdieDt or necessary.
ARTICLE 1.-THE domicile Of this corpo-
ration shall be- in the city Of New Orleans,
parish OF Orleans State OF Louisiana, and
all citations and other legal process shall
be served upon the president, and In his ab-
sence upon the yice-prrsldeni, ana IN the ao-
sence Of both, upon the secretary treasurer.
ARTICLE III The objects and purposes
for which this corporation Is established. ana
the nature of the business 10 be by II carried
n. are hereby declared 10 be 20 Dc 4 genera!
Yntraotlug business, building and construct
ing Of wagons. carriages, bug-ie>, autOMo-
tilpS, or repairing same. and 10 general 20
| buy and sell merchandise ana do any and
Ian character and nature Of business that re
frrS 10 the olach>mithing or manufacturing
! Of articles necessary In carrying on the
business Of DidckSmithS and wheelwrightS,
and 10 buy, sell, lease or otherwise deal in
all machinery useful or appurtenant 10 said
purposes, ami generally To DO and engage in
lany other business, undertaking or enter
prise connected with, growing out of or incl
dental to any II the objects Eare.nn"fore set
forth.
ARTICLE IV.-The capital stock Of this
corporation Is hereby fixed ~ the sum Of
three thousand dollars ,S3 OOO.OO divided
into and represented Nv thirty i3Ul shares
~ rhe par value Of one hundred tSlOrOOl
dollars each said shares ~ stock shall he
issued only az pa, and when issued snail 1e
paid for in cash " property or In IN" equiv
aIcnt thereof Al shares IF stock shall. be
issued rs fun paid and worcestershire. ami
no transfer of said stock shall be- binding
on said corporation unless recorded on its
books No holder OF stock In this corpora
ton shall sell his stock To any person until
he has first offered r. 10 Tie board Of direc
tors Of said corporation AT It's then book
value, and Il shall re optional for this cor
poratiOn to refuse 20 recognize any transfer
OF stock made In violation Of this provision.
This corporation shall he going concern
as soon a. three Thousand tS3. 900. OO) dol
lars Of its capital stock shall have been sub
Scribed and paid for as herenbefore pro-
videl.
ARTICLE v.--All the powers of this
corporation shall be vested in and the man
lgement and control OF it's affairs shall be
exercised by board OF directors TO be com
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
composed of Bennett W. Seldel, John c.
Grosz and Louis Kaul. The officers Of first
board Of directors before their first meet
ing, who shall select a president a vice
president and secretary-treasurer. Said
board OF directors and officers shall serve
and remain In office until the 10th Of Sep
tenber, and on which date annually there
after the board OF directors shall be elected
by the stockholders at meeting called for
that purpose. All directors and officers
shall hold ONCE until their successors are
elected and qualified, and any failure TO elect
directors shall not be regarded as a forfeit
ure 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 cast either In person or BY
duly authorized proxy, and the majority OF
ring In the board Of directors may be filed
by the remaining directors for the uneYpired
term. At the first meeting Of the board OF
directors after their election and quaIifca-
ton they shall elect from among their num-
Der president, vice-president and a secre-
tary treasurer.
ARTICLE vL----All the meetings of the
stockholders shall be called by written no.
ttce, 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 mas 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 three-fourths of the capital
stock thereof who may be present or repre-
sented at general meeting OF the stock
holders 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
81 commissioners to be appointed for that
purpose from among the stockholders. at
meeting of the stockholders convened for
that purpose said commissioners shall re-
main in Office until the affairs of said cor
poration shall be fully and finally liquidated
Any vacancy occurring among the liquida-
tors, from any cause whatsoever, shall b.
allied by the remaining commissioners
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 informalty 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 annexed shall serve as
the original subscription list Of this corpora
ton.
Thus done and passed In my notarlal Of
fee In the city Of New Orleans, in the pres
ence of Messrs. Otto T. Hasenkampf and FL
don S. Lazarus, competent witnesses, Of law
full age and residents Of this city and par
lsh, who have hereunto subscribed their
Names together with the said appearers and
me; notary, after due reading Of the whole
300; John G. Grosz, IA shares at 800;
Louis Raul, 2 shares at 500. (witnesses)
Eldon s. Lazarus and Otto T. Hasenkampf)
III. MICHEL, Not. Pub.
I, the undersigned, recorder of mortgages
In and for the parish of Orleans, State Of
Louisiana, do hereby certify that the above
and foregoing act Of Incorporation of the
"Seidel-Grosz Manufacturing Company" was
this day duly recorded in my Office in book
1119, folio -
New Orleans. September 10th, 1913.
(Signed) EMILE ]. LEONARD,
tSeaD Dy. Recorder.
A true copy OF the original charter of the
SeldeEGrosz Manufacturing Company, passed
before me, the undersigned notary, together
with the recordation OF same.
Fl. MICHEL, Not. Pub.
sept IS 25 oct 10 %