The herald., 1915-11-18
CHARTER
OF THE EMMER ESTATE, INCORPO-
RATED

and Of the independence of the United States
Of America the one hundred and torueth,
before me. Lawrence y. Janin, a notary pub.
lie, in and for the parish of Orleans, State OF
Louisiana, duly commissioned and Qualihed
therein residing, and in the presence OF the
undersigned witnesses, personally came ana
appeared the persons whose names are here
uato subscribed whs sevcrally declared that
avaIliug themselves of all and singular the
laws OF the State Of Louisiana relative to the
srgauizatIsn OF corporations, they have GOV.
ruarted and agreed, and hereby covenant and
agree 10 form themselves, well as such
per>.ns as NAV hereafter become associated
with them or succeed them into and constl-
tute a corporation or body polite in law
tor the objects and purposes and under the
stipulatious following, which they adopt as
their charter. to-wIt:
Article THE name of this corporation
shall be "Emmer Estate, Incorporated" and
under said name It shall have power and au-
thority of existence and succession for ninety
nine lY9) years from and after the date OF
this act; 10 contract, TO sue and be sued;
10 make use and break a corporate seal; to
hold, receive, lease, suitcase, purchase, con
vey or exchange property, real or personal,
and 10 mortgage or hyPOihecste the same; 10
borrow or lend Money on or connected with
real estate or otherwise; TO appoint mana
gers, officers, agents and employees its IN
tercsts may require; to establish, alter and
amend all rules, regulations and bylaws for
the conduct and management OF its business
%, It may deem proper.
Article 1.-THE domicile Of said corpora
ton 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
the corporation, or in the event OF his alb
seuCe on the secretary.
Article III-The objects and purposes of
this corporation are 10 acquire, TO possess and
hold by whatsoever title, immOvable property
IT every description, whether by purchase,
I,.aC do al her aud
the same TO sell, exchange, lease or dispose
Ui m any lawful manner, 10 improve the same
by the erection Of buildings thereon, other
wise IN the interest of this corporation may
e deemed proper and for any such or other
purpose 20 borrow money, whether on the
credit Of the corporation or secured by mort
gage, and 10 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 he issued for said property is,
therefore, fixed at said amount of twenty-six
thousand, eight hundred dollars, as herein.
after shown.
Article IV.--The capital stock in this cor.
poratIOn IS hereby declared to be the sum OF
twenty-SiX thousand, eight hundred dollars,
tS26SgOl and the same is to be divided into
two bundled and SlNty-eight shares (26S) OF
the par value of one hundred dollars $500 O0y
each, TO be paid for in cash or in considera-
ton Tor Immovable property, or other rights,
or interests pertaining to immOvabes trans
TERED to 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 exceeding sixty thousand dollars &c.,
0OOOO.
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 stakeholder shall sell or dispose of any
OF the stock in this corporation without first
having offered the same Tor sale to the other
stockholders in 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 tor not less than the price
so named by him to other person or persons
Article V-The corporate powers of the cor.
poration shall be vested in a board of direc.
tors, consisting of three 90 stockholders. The
first board of directors shall consist of Charles
Emmer, 1910 Burgundy ST., New Orleans, La.
Walter Emmer and Edwin F. Emmer, 1906
Burgundy Street, New Orleans, La, all being
residents of the city of New Orleans, State
OF louisiana, and annually thereafter on the
second Monday of October, a 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
sOners to be appointed by the board of di.
rectors for that purpose, Of which election
fifteen GS) days prior notice by registered
mail to each stockholders address shall be
given, and each stakeholder shall at such cleo.
ton, or at any stockholders meeting, be emit.
tied to one az 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 all the
powers of such directors.
Three directors shall constitute a quorum
for the transaction of all business. The sale
board OF directors shall make all bylaws
rules and regulations for the government o.
the business and affairs of the company, anC
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 mixed, whenever in their iudg
proper; 10 issue or authorize the issuance Of
obligations or assume the same; to make al
necessary leases, subleases. contracts anC
agreements; hire, employ and discharge al
officers, clerks, agents and employees, and Il
Tx 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 president, a secretary and treas
urer, and the same person may be secretary
and treasurer and said secretary may or NAV
not be 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
snail 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 NAV
be altered and amended by a vote of the ma.
Jority in amount of the capital stock or said
corporation may be dissolved by vote al
two-thirds in amount of said stock, at a gen.
eral meeting of the stockholders convened 70,
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
last known address.
Article VIII.-Whenever this companv NAV
be dissolved by expiration of its charter. o,
sooner by vote of the shareholders, two liuui.
dators shall be elected by the Shareholder,
at a general meeting of the shareholders, held
as above provided. These liquidators shall
continue IN office until the full liquidation Of
either of them the shareholders NAV elect a
successor, or If they do paA elect a successor
the power of both liqudators shall be vested
IN the surviving liquidators.