The herald. [volume] (New Orleans, La.) 1905-1953, 1914-01-01
CHARTER
OF BOSTON SAMPLE SHOE SHOP. INC.
UNITED STATES OF AMERICA, STATE
OF LOUISIANA, PARISH OF OR

. 't IpA lNI-tN-is I-thlNll vi yin
LEANS. CITY OF NEW ORLEANS.
BE IL known, that on this second day o.
I the month Of december, in the year on'
Thousand nine hundred and thirteen be
! fore me, Herman Michel, a notary public
duly commissioned and qualified, in and FOL
the parish Of orleans, state Of Louisiana
therein residing and in the presence of the
Witnesses hereinafter named and undrrSi IN
ed. personally came and appeared the sey
leral persons whose names are hcreuntO sub
l~cribrd, who Seyrrallv declared. that awaiting
themselves Of the privileges Of the laws N
the state of Louisiana, relative 20 the fOrma
ton Of corporations. they have cOyenautcd
and agreed, and by these presents do coven
liant and ETr,. and bind and 0hligate them,
selves as well Is all such persons as may
hereafter become associated with them Ia
form and constitute "A body corporate in
law. for In" objects and purposes. and under
the stipulation. and provisions following,
ltO.Wir.
ARTICLE Il The name and title 90 this
corporation -ha.. Doe In" BOSTON SAHpLE
SHOE SHOE M. and under that name n
shall hay" and enjoy all thu rights, privi.
l"-rS and Advantages granted 10y law To cor.
operations aud shall have the right. power
land authority To- enjoy succession and cor
IpOraf" existence FOR and during the fun pc
ripd If ninety nine years from this date. uu-
less sooner dissolved in ia" manner herein
latter provided for. said corporation shall
have the power and authority To contract ;
20 size and br sued: 10 make and use "a cor
Ipuratr seal. and the same tu break, alter or
llmrui at pleasure: TO hold. receive, pur-
ICat", and pledge any real or personal pro
Iprrty. and 10 'S~ue notes or other Obi-a-
lions. negotiable Instruments. or other evi-
icnCrS Of debt: to haV" and employ such
managers. agents and other employees as the
/ interest and convenience Of said corporation
/ may r"qu,r" or demand, and 10 make and
establish such bylaws rules and regulations
/ for the corporate management and control
Of its affairs a from time 10 time may be
deemed eNpedient or necessary.
! ARTICLE lI-Ih" dOmicile Of this cor
/ - q pf us
parish Of Orleans, state of Louisiana and all
citations and other legal process shall be
served upon the president. and in his alb
scnce upon IN" secretary and in the absence
| OF both. upon the treasurer.
| ARTICLE IIl.-The objects and purposes
for which this corporation is established
and the nature OF the business to be by il
carried on. are hereby declared to be-, to
| carry on the retail shoe business in the city
J Of New Orleans or elsewhere, and in COnncC-
| ton with said business to sell all kinds Of
shoes. both for men, women and children. as
| well as all the accessories incidental TO such
business, and for such purpose to buy sell
land generally deal In merchandise of all
| kinds and characters. and generally TO do
all and every such thing that may be neces-
sary or incidental to the conduct Of such
business and not inconsistent with the other
provisions OF this charter
ARTICLE lN.-The capital stock OF this
corporation is hereby fixed at the sum Of ten
thousand (S10,O00.0O) dollars. divided into
and represented by one hundred (lOOb shares
OF the par value of one hundred (Sl00.00l
dollars each said shares of stock shall be
issued only at par. and when issued shall be
paid for in cash or property. or in the equiv
ialent 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 it 10 the board Of directors
of said corporation at its book value at the
preceding inventory, and II shall be optional
for this corporation to refuse any transfer
of stock made in violation of this provision.
This corporation shall be a going concern,
as soon as three thousand S3,OOO.00D dol
lars Of its capital stock shall have been sub
Scribed and paid for as hereinabOve provided.
ARTICLE N.-Au the powers Of this cor
poration shall be vested in, and the manage
ment and control of its affairs shall be eXer-
ciSed by. a 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 com
posed Of Samuel II. Mitchell, Charles II. |
Howard and J. l.. Steinau.
The officers Of the first board of directors
shall be Samuel II. Mitchell, president
Charles II. Howard. treasurer and J. l.. |
Sfeinau. 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 |
stOJ KhOlderS 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 J
charter.
In the election of directors, each stock |
holder shall ne 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 |
OF directors may be filled by the remaining |
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 a president,
a treasurer and secretary.
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
before the date fixed for such meeting, unless
said notice has been waived in writing by the
ARTICLE VII.-This act Of incorporation
may be amended, changed or altered, or this
may be dissolved with the assent /
Of the stockholders holding and owning three
fOurths of the capital stock thereof. who may +
be- present or represented at a general meet
ing of the stockholders convened for that
purpose and Of which due notice has been
given.
Whenever this corporation shall he dis
solved, either by limitation or from any |
other cause, its affairs shall be lquidated
by three 60 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 l.
luidated. Any vacancy occurring among the
liquidatOrs from any cause whatsoever, shall
be filled by the remaining commissioners.
ARTICLE VIII.-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
pOratOn.
Thus done and passed in my notarial Of
flee. in the city of New Orleans, in the pres
ance OF Messrs. John l.. Corcoran and Otto
I. Hasenkampf competent witnesses of law
full age and residents OF this city and par
names, together with the said appearers and
me, notary, after due reading of the whole
(Orginal signed) Original signers JnO
l. COrcoran, Otto I. Hasenkampf
H. MICHEL, Not. Pub.
/, the undersigned, recorder of mort cages,
m and for the parish Of Orleans, state of
Louisiana do hereby certify that the fore
going act OF Incorporation of the Boston
sample Shoe Shop, Inc, was this day duly
recorded in my office, in book 1119. folio -.
New Orleans. La, December Bird 1913
(Signed) EMILE J. LEONARD, d. r.
state OF Louisiana,
Parish OF Orleans
l. the undersigned notary, do hereby GER
~ hn n how 70 In N~NNn .aaaN