The herald. [volume] (New Orleans, La.) 1905-1953, 1914-12-10
CHAR TER
OF J. P. SIMMONS PIANO COMPANY, INC


OF ]. ?. SIMMONS PIANO COMPANY, INC.
October 81, 1914.
Gifted States Of America, State OF Louisiana,
Parish OF Orleans. City OF New Orleans.
Re it known, that on this thirty-f,rst day
4 the month g October, IN the year II DIr
Lord One Thousand Nine Hundred and -Four.
teen. and OF the Independence Of the United
States of America the tEe Hundred and
ihirry-niu,h, before me. Lawrence NJ.
Iauln. notary public, duly com
missoned and qualified. IN and tor
tins city and the Parish Of Orleans, there
in residing, and IN the presence Of the Wit
uc>,c5 hereinafter named and undersigned,
personally came and appeared the several per
sons hereinafter named and undersigned, all
residents Of the City OF New Orleans. and
all Of full age OF majority, VINO scveraliy de-
clared that, avdllng themselves OF the Laws
Of the State of Louisiana, and particularly OF
the provisions OF the Act No. POI Of the Gen
eral Assembly Of 1914, relative TO the torma-
tiun of corporations they have Covenanted and
agreed, and by these presents do covenant and
assigns, to form themselves into a corporation
and body polite for the objects and purposes
and under the stpulations following, to-wlt:
Article The name and title OF thus cor.
poration shall he y. 7. SIMMONS PIANO
COMPANY, INC" and under ITS said COrpOr-
ate name it shall have power and authority
to have and enjoy corporate existence and
succession Tor the full term and period OF
uinety-niue years from and after the day ana
date hereof; TO contract, sue and be sued; to
use and make 4 corporate seal, and the same
to alter and break At pleasure; TO hold; re
Ceive, lease, purchase and convey, as well as
mortgage and hypotheCate property, real, per
sonal and mixed, CorpOrcal and Incorporea!;
70 borrow money and to make and issue
bonds, notes and other evidences Of debt, ana
to secure same by mortgage, pledge or other
wise: to name and appoint such managers,
agents, directors and officers as MS business
interests and convenience may require, and
IL. +. !, ,,r.lN .FaV q
amend, from time to time, such bylaws, rules
and regulations for the proper government ana
management OF the affairs and business 81
said corporation as may be necessary ana
proper; and 1t shall have power to do any or
all Of these things IN any city and state OF
the lntlcd States and in all foreign countries
] Article 1.-THE domiclle OF said corporation
shall be in the City OF New Orleans; state OF
Louisiana, and all citations or other legal
| process shall be served upon the president OF
| said corporation, or IN tbs event OF ms alb
| sence or inability, upon the first vice presi'
dent thereof, and in the absence or inability
! OF both OF said officers, upon the secretary
| or treasurer OF said corporation.
! Article llI.-The objects and purposes i"i
which this corporation Is organized and es'
| tahlished, ami the nature and Character OF
| the business TO be carried on by II are hereby
| declared to be- the buying and selling at re-
| tail and wholesale, for ITS own account OF
| for the account OF others, all kinds OF pianos
| organs, music boxes, mechanical piano players
| and player pianos, monographs, talking ma
| chimes and other musical instruments anC
devices OF every kind and character; shee
music and musical compositions OF all KINDS
| to rent, lease. hire, buy, sell and exchange
| same and generally to do and engage IN any
| other business, undertaking or enterprises
| connected with, growing out OF, or incldenta
| TO such piano aud general musical instru
ment supply business. Said corporation may
i establish agencies, offices or branch estab
IlishmentS at such places and at such ume'
as the board OF directors may determine.
Article IV-The capital stock of this cor
poration IS hereby fixed at the sum OF FIT!
| Thousand Dollars (S5O,OOOOO), divided into an'
represented by Five Hundred $500 Shares o
the par value Of One Hundred Dollars (SlOOuo
each, and the corporation snail De s0inl
concern as soon as Forty Thousand Dollar
(S4OOOOOO of stock has been subscribed an
paid for. The capital stock Of the corporation
NAV be increased TO One Hundred THOUSAND
Dollars (SlOO.OOOOO. The stock Of SAID cor
poration shall be paid for IN cash, or IN IN
stallments the call OF the board OF dlrec
tors, or may be issued at not less than pa
for services actually rendered to or propeIt,
actually purchased by SAID corporation. Al
shares Of stock shall be full paid and non
assessable. and all certificates of stock shal
be signed by the president and sec
rotary of said corporation. NO fa an;
| CORPORATION unless made upon its books, an
no stockhosder shall sell or dispose OF IN
stock without first offering same IN writin
+ to the corporation. who shall nave the Ilgn
or market value.
Article V.-All the corporate powers OF TIL
corporatiou shall be vested in and the mar
| apement and control of its business and a
fairs shall be exercised by board OF dire'
tors composed of five 90 stockholders.
The number of directors may be increase
from time to time by vote OF the director
then holding office to not exceeding seven "
! and may at any time after such increase I
\ decreased to not less than five ~. mi
iority of the board of directors shall constltu'
a uuor,in for the transaction OF all bushes
| The board of directors shall be elected al
nually on the first Monday in January
: each wear by ballot of the stockholders. EaC
stockholder shall be entitled, IN person or I
\ written proxy, to one Cd vote for every sha'
1 of stock owned by him. All elections sha
y he held under such rules and regulations
5 NAV be determined by the board of director
. and after at least fifteen O5 days Write
E notice shall have been given each stockhoid
y before such meeting, by deposltlng notl
d of such meeting in the postoffIce, properly a
/, dressed 10 each stakeholder. The dIrecto
5 TINS elected shall continue IN office tor OF
S m wear or until their successors shall ha'
i been elected and duly qualified. No iallu
: TO elect shall be regarded as a forfeiture
5, this charter Any vacancy occurring on sa
Il hoard of directors shall be filled by the T
J. naming directors for the unexpired term "a
i hoard OF directors shall at its first meetln
?. on tie first Monday in January, 1918, al
= annually thereafter, elect from ITS number
e president, a first vice president, second VI
IS president, secretary and treasurer; %
n nowrr 10 appoint and dismiss such clerh
d managers and other employees OF the corPor
m ton as conditions may Justify or the Ou'
e ness or interests of the corporation may
ouire The tenure of all employees OF I