The herald. [volume] (New Orleans, La.) 1905-1953, 1915-10-28
CHARTER
OF TIE EMMER ESTATE, INCORPO.
RATED

United States OF America State Of louisiana
Parish OF Orleans, City of New Orleans
he It known. that tins thirteenth day
Of the month Of September, IN the year OF our
Lord, one thousand nine hundred and fifteen.
and Of the independence OF the United States
Of America the hundred and fortieth
before me, Lawrence y. Janin, a notary pub.
nc, IN and for the parish Of Orleans, State of
Louisiana, duly commissioned and qualified
therein residing, and in the presence Of the
undersigned witnesses, personally came and
appeared the persons whose names are here
unto subscribed, who scverally declared that
availlng themselves OF all and singular the
laws OF the State OF Louisiana relative to the
organization OF corporations they have COW
cnautcd and agreed and hereby covenant and
agree to form themselves, well as such
persons may hereafter become associated
with them succeed them into and ConSti-
tutc a corporation or body polite in law
Tor the objects and purposes and under the
StpulatIonS following, which they adopt as
their charter, tD-wit:
Article THE name OF this corporation
shall be "Emmer Estate, Incorporated" and
under said name 1t shall have power and au-
thouty Of existence and succeSsion for ninety
nine C9) years from and after the date Of
THIS act; To contract, to sue and be sued :;
10 make, and break corporate seal; to
hold, receive, lease, suitcase, purchase, con-
vcy, or exchange property, real or personal,
and 70 mortgage or hypothecate the same; to
borrow or lend money or connected with
real estate or otherwise; to appoint mana
gers, officers, agents and employees as its in
tercNt, may require; to establish, alter and
amend all rules. regulations and bylaws for
the conduct and management OF its business
as II may deem proper.
Article 1.-The domicile Of said corpora
ton snail be IN the city OF New Orleans, State
OF Louisiana, and all citations or other legal
process shall be served upon the president Of
the corporation, or in the event Of his alb
ScnCe on the secretary.
Article III.-The objects and purposes of
tins corporation are to acquire, to possess and
hold, by whatsoever title, Immoyable property
OF every description, whether by purchase
lease, donation, exchange or otherwise. and
the same TO sell, exchange, lease or dispose
OF IN any lawful manner, TO improve the same
by the erection OF buildings thereon or other
wise as IN the interest of this corporation NAV
he deemed proper, and for any such other
purpose TO borrow money, whether on the
credit OF the corporation or secured by mort
gage, and TO loan money upon mortgages or
other securities.
This corporation is organized for the purpose
, OF taking over certain real estate and interest
/ IN real estate; which said real estate has an
estimated value by the hereinafter named
board Of directors of approximately twenty
. SIX thousand, eight hundred dollars, and its
capital stock to be issued for said property is
therefore, fixed at said amount of twenty-Six
thousand, eight hundred dollars, as herein
after shown.
Article IN.-The capital stock in this cor
poration is hereby declared to be the sum Of
twenty-SiX thousand, eight hundred dollars
tS26,sOO0W, and the same is TO be divided into
two hundred and sixty-e'ght shares (26S) of
the par value of one hundred dollars (SlOOOO1
each, TO be paid for in cash or in considera-
ton Tor lmmovable property, other rights
or interests pertaining to immovables trans
terred 10 this corporation in lieu of cash, or
from appraised value set upon said property
by the board Of directors, for which property
50 transferred this corporation may issue its
full paid or worcestershire stock at par. The
said capital stock may be increased to a sum
not Il, 4 81
OOOOO
This corporation shall begin business imme-
dIately upon the filing of this charter in the
mortgage office of this parish for its recor-
dation.
No 5tockholder shall sell or dispose of anv
of the stock in this corporation without first
( having offered the same Tor sale to the other
stockholders in a letter addressed and deliv
cred to the president of the board of directors
or to the said board naming therein the pro-
posed lowest price of said stock not to exceed
the actual value thereof at the time of such
offer. After thirty days from the receipt of
such written offer and on failure of the stock
holders, or any of them to purchase such
stock, the owner thereof shall be at liberty
| to sell such stock for not less than the price
so named by him to other person or persons
Article N.-The corporate powers of the cor
poraton shall be vested in board of direc-
tors, consisting of three 81 stockholders. The
first board of directors shall consist of Charles
Emmer 1910 Burgundy St, New Orleans, La. (;
Burgundy Street, New Orleans, La, all being
residents of the city of New Orleans, State
of Louisiana, and annually thereafter the
second Monday of October, Il board of direc-
tors shall be elected by the stockholders.
All such elections shall be by ballot and con-
Quoted under the supervision of two commits
sioners to be appointed by the board of d-
rectors for that purpose, of which election
fifteen Q5) days prior notice by registered
mail to each stockholders address shall be
given, and each stakeholder shall at such cleo
ton, at any stockholders meeting, be enti-
tied to one Cd vote for each share of stock
owned by him, as shown by the books of the
corporation. Directors shall continue in office
until their successors shall have been elected
and qualified.
Vacancies occurring in said board for what
ever cause shall be filed by the remaining di-
rectors, and any director may appoint by
writing another person, friendly to said cor
poration to act as his proxy on said board,
to act and exercise for the time being al the
powers of such directors.
Three directors shall constitute a quorum
for the transaction of all business. The said
board Of directors shall make all bylaws,
rules and regulations for the government of
the business and affairs Of the company, and
alter, amend and change the same at pleasure.
They shall have power to buy, sell, mortgage,
pledge and lease any and all property, real,
personal or mixed, whenever in their judg-
ment they may deem such acts necessary and
proper; TO issue authorize the issuance of
obligations assume the same; 10 make all
| necessary leases, subleases, contracts and
| agreements; hire, employ and discharge all
officers, clerks, agents and employees, and to
fix all salaries and compensations, and gen.
orally to do all things necessary for the trans
action of the business and affairs of the cor
poration.
| Article VI.-The officers Of this corporation
shall be a president, a secretary and treas
urer, and the same person may be secretary
and treasurer and said secretary may may
not be a stakeholder and shall be elected by
the board of directors; hut until the election
of directors to be held on the second Monday
of October, 1916 Charles Emmer shall be
president of the corporation; Walter Emmer
shall be the secretary and treasurer and shall
hold their respective Offices until their sue
cesSors shall be elected and qualified.
Article Widths act of Incorporation may
he altered and amended by vote of the ma
jority in amount of the capital stock CT said
corporation may be dissolved by a vote of
two-thrds in amount Of said stock, at a gen.
eral meeting of the stockholders convened for
that purpose, after fifteen days previous notice
of such meeting shall have been published in
one of the daily newspapers Of the city OF
New Orleans and copy of said notice mailed
by registered letter to each stakeholder at his
last known address.
Article NIII.-Whenever this company may
be dissolved by expiration of its charter, or
sooner by vote Of the shareholders, two liqui-
dators shall be elected by the shareholders
at a general meeting of the shareholders, held
as above provided. These liquidators shall
continue in Office until the full liquidation OF
the corporation, and in case OF the death OF
either of them the shareholders may elect q
successor, or IL thew do pa elect successor