The herald. [volume] (New Orleans, La.) 1905-1953, 1915-04-08

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gers, directors, officers, agents and other en-
! ploycs its interest, business and couveu-
! fence may require, and may Tx their COmpen-
| satlon having due regard to the nature,
! character and value OF their services. 1t may
make and establish bylaws, rules and regu-
| latIOns, not inconsistent with this charter
| any existing law, fixing or altering the man
| agcmeut OF ITS property, the regulation and
! government OF its affairs, and the manner OF
| the CertIhCatIOn and registration OF its stock.
| IL may wind up and dissolve itself, or be
wound up and dissolved IN the manner pre-
| sCribed by law. 1t may conduct business in
| tins state, other states, the federal districts,
the territories and possessions OF the United
| States, and any foreign country. And 1t gen
orally shall possess all the powers, rights,
! privileges and immunItIes which corporations
are and may hereafter be authorized to
! possess under the constitution and laws of
| this state and particularly under act No. 2o7
Of the acts Of the General Assembly OF the
| state Of Louisiana for the year 1914. And 1t
/ shall have the power TO invest its board OF
| directors with all OF its corporate powers,
subject 10 such restrictions as may be named
in this charter.
Article 1.-THE domicile Of this corpora
ton shall be at the city OF New Orleans,
! Parish Of Orleans, State Of Louisiana, and all
| citations or other legal process shall be served
upon its president, or in the event OF his
absence upon its vicc-presIdent, or in the
event Of the absence OF both OF said officers
upon its secretary Treasurer.
Article III.-The purpose or purposes for
which this corporation IS formed and the
nature OF the business to be carried on BY il
are hereby declared TO be: To manufacture.
purchase, distill, redIstill rectify, blend, I'M
port export, store, warehouse, bottle, deal IN
and in any manner dispose OF or sell at
wholesale or retail goods and merchandise Of
every class and description, and particularly
spirits, alcohol, brandy, wine, liquor, gin.
whiskey, champagne, cordial, beer and other
malt liquors, malt and its by-prOduCtS, and
generally beverages and liquids of all kinds
and sorts, and all material from which spirits,
liquor or liquids of any kind may be made
and to manufacture, market or prepare tor
market, any article thing which II may use
in connection with its business, which shall
include any article or products of tin, wood or
glassware, or any article, receptacle, package
or thing which may be useful IN connection
with the manufacture or marketing vending or
shipping of the merchandise produced, han
died, bought or sold by II: and to either pur-
chase, build or rent, and hold and operate
lands, buildings, warehouses, bonded or 9th
erwise, stores, factories and equipment neces-
sary and proper for carrying on and con-
Quoting the aforesaid business or businesses
or any other business incident TO the purposes
of this corporation.
Article IV.-The authorized capital stock of
this corporation is hereby declared to be the
r sum of five thousand dollars Cs5OO.OO, which
: capital stock may be increased in the manner
Z provided by law TO the sum OF twenty thou
, sand dollars (S20,OOO0). The presently au-
thorzed capital stock of this corporation IS
to be divided into and represented by fifty
I iSO) shares OF common STOCK OF tne par Ndlut
of one hundred dollars $4,000 each; but
i this corporation shall have the power TO create
; two or more kinds of stock OF such classes
with such designations, preference and voting
powers or restrictions or qualifications thereof
as il may see fit. Said capital stock shall bs
4; fully paid and worcestershire when issued
c and shall be represented by certificates anC
{ shall be personal property. No transfer o.
y said capital stock shall be binding upon thi:
J corporation unless made in accordance with IL
: charter and bylaws and recorded on the book
thereof.
n Article V.-No stakeholder may offer TO
, sale, assign or transfer his stock in this cor
= poration without giving to the other stock
/. holders thirty 500 days prior notice OF sucl
= intention, which notice shall be gwen II
Z writing TO the secretary-treasurer, and tn
~. other stockholders shall have the first priv
: lege of purchasing the SAID stock at the eool
:, value thereof for a period of thirty tSO) day
II from the delivery of said notice to the secre
y tary treasurer, after which thirty (SO) day
y if said stockholders do not avail themselve
. of said privilege, said stock may be sold {
:. whomsoever the stockholders may see fit.
l. Article VI-The business of this corpora
k ton shall be managed and all the corporal
powers thereof, except as hereinafter stated
re Shall be vested in and exercised by board Q
e three CO directors to be elected from anon
20 its stockholders, two of whom either presen
Al in person or represented by proxy shall cor
ID stitute a quorum. The first board OF dlre'
J. tors of this corporation shall be composed
Edgar Block, whose Postottiee address is ~
lie St. Charles avenue, New orleans, La; a
i'd bert Block, whose postothce address is IN
s. St Charles avenue, New Orleans, La, an
F. Edgar Fredenberg, whose postothce addres
re is 800 West Tooth street New York, N \
with Edgar Block as PRESIDENT Ai6eTf Bloc
r. northumberland. Said board of director
shall serve until the first annual meeting
s, stockholders for the election OF directors,
OF until their successors are elected ana quar-
We fed.
er Article VII-On the first Monday in Marc
~ 1916. and annually thereafter on the mr.
w. Monday in March in each year, meeting
the stockholders of this corporation shall
held at its domicile for the purpose OF cleo
ing directors for the ensuing year, and at sst
meetings the stockholders shall have the rig
! of cumulative voting in the election OF dire
- tors. A failure from any cause wha,soeV
to hold the annual meeting of stockholders,
the failure to elect directors thereat, shall n
dissolve this corporation, but the directo
land officers shall remain in office until the
Ia, successors shall have been respectively du
rs. chosen, elected, qualified and installed.
OF Article VIII.-The terms of employment
nd all managers, officers, agents and other e
m ployes of this corporation, except directo
ne and the salaries of the directors, as wei
ne, of such managers, officers, agents and 9th
is employees shall be fixed and determined on
ISM by the stockholders of this corporation
he meeting assembling and the board OF dirt
eo tors shall have no authority whatever IN su
~ matters.
arg Article IX-This charter may be amend,
NJ the capital stock of this corporation may
Of increased or decreased, or this CORPORATE
Ia. may be dissolved in the method and mann
md provided by law.
267 Article X-No stakeholder of this corpo
the ton shall ever be held liable or responsil
ley for the contracts faults of this CORPORATE
es- in any further sum than the unpaid balar
ell on the stock for which he has subscribed, Z
ter shall any mere informslity in organizati
cir have the effect of rendering this charter n
the or of exposing a stakeholder to any liabil
en- than as above provided.
ng, Thus done and passed, In my offlce, at
CITY of New Orleans, louisiana, on the d;
or month and year herein first above written
ms the presence of Messrs /. r. Saal and Her
ess Block competent witnesses, who hereunto 81
md their names with said appearers and 4
md notary, after due reading of the whole:
md Names of subscribers: Edgar Block, III
ool Charles Ave, New Orleans, La, share AID
II Block, 7lll St. Charles avenue, New Oriea
ex La, l share; Edgar Freidenberg, 800 West
.se. St, New York City, N. Y, share; Fiorei
of, Block, 7111 st. Charles avenue, New OTlea
en-. La, % shares. Witnesses: l. X Saai, Her
y, ALEXIS BRIAN, Not. Pub
ect I, the undersigned recorder OF mortgages
by and for the parish of Orleans, State OF Lou
nds \ lana, do hereby certify that the above
nav foregoing act Of Incorporation of Henry BIZ
Of & Sons, Inc, was this day duly RECORDED