The herald., 1914-08-27

to the stockholders OF the corporation
through its board Of directors, and the
stockholders who desire TO purchase
shall have the right to purchase the
same. in proportion to their holdings
of stock in the corporation, at book
value. Should any stockholders in
thirty days aft notice having been
given fail or refuse to purchase the
stock offered for sale. such stock may
be sold to any one.
No transfer of stock shall be mad"
or held to be valid and binding uni -
made on the books Of the company.
and unless made in pursuance Of the
provisions Of this charter.
ARTICLE EI.-The business Of said
corporation shall be directed by and
vested in board of reCtOrS com
posed OF four stockholders, three or
whom shall constitute a quorum for
the transaction Of all business. and n"
said directors as first constituted shall
be: Nathan Stern. Edward Marx, Max
NJ Levy and Ralph Goldsmith, with
the said Nathan Stern as president,
and Edward Marx as secretary ana
/ corporation. who shall hold office un-
/ til the tirst Tuesday, in February,
1918, and until their successors ar"
! elected. Elections for board % d.
/ rectors shall take place annually. be
! ginning the first Tuesday in February,
/ 1915, and said board shall elect from
/ its number president and secretary
/ and treasurer. the office Of secretary
. held 10y one and the same person. only
stockholders shall be eligible for cleo
I ton as a member of the board OF di-
. reCforS Failure to hold an election on
the day specified shall not dissolve tn"
corporation. but the directors then i'm
uffice shall hold their respective offices
until an election is held after ten days
notice of tn" time and plac" thereof
given To each stakeholder. All NaCGu-
cies occurring ON the board of direct
ors shall be 'hlled by IN" rcmaiulnC
directors. Directors and stockholders
! shall be entitled to vote in person on
by proxy.
ARTICLE NTI.-Whenevcr this cor
pOration is dissolved. either by lImita'
tiOn or for any other cause, its affair
| shall be liguidated by the board Of di
rectors. who are hereby vested viii
d fun power To sell any and all asset!
of the corporation, either separately oil
in mass. and to convey fun and com
D. | plNtr title thereto. and shall have full
Y power to DO and perform all acts nee
eSSary and proper to fully and com
pletcly liquidate the affairs and dis
tribute the proceeds. if any, among tn
!. stock holders OF said corporation to tn
amount of stock held by each.
ARTICLE NIlI.-This act of inCOr
| pOratiOn may be amended, altered o
modified. materially or otherwise, o
this corporation may be dissolved, b.
! a vote of three-fourths of the share
= Of the total amount Of stock at meet
- ing convened for that purpose, afte
ten DAYS notice IN "TllllE Dldlltu q
| delivered to the last known address O
each stakeholder.
= Thus done and passed, in my office
I in the city of New orleans. state o
!, Lou' siana, on the day. and in tn
= month and year herein first abOv
written. in the presence of Ralph ,
= Schwarz and A. Miles COe. Competen
Il witnesses. who have hereuntO siEne
, these presents, with the appearer
g hereto. and me, notary. after readin
= of the whole.
y (Original signed): Names Of sub
= scribers omitted. (Witnesses): Ralp
u J. SChwarz, A. Miles Coe.
!, PHILIP GENSLER, JR.,
u Notary Public.
]. the undersigned. recorder of mort
( cages, in and for the parish of or
y leans. state OF Louisiana, do hereb
u certify that the above and fOregoin
II act of incorporation Of "Orlean. Che m
i icsl Company" was this day duly re
u corded in my office in book 1927. foil
New Orleans. July 21st. 1914.
y (SignedD EMILE J. LEONARD. u.
q A true copy, with the names of sub
q scribers and number Of shares sub
sCribed for by each, omitted.
u PHILIP GENSLER, JR.
IS Notary Public.
e jul % 80 aug 6 10 2O27