The herald. [volume] (New Orleans, La.) 1905-1953, 1915-04-22

: 7 :,
| in his absence. on the Vice President;
and in the absence Of both, on the Sec
| rotary Treasurer
Article IIi.-The objects and purposes
| for which the corporation is organized
and the nature of the business to be
| carried on by it are hereby declared to
! be: to buy. sell and deal in at retail
and wholesale and consign and receive
! on consignment. clothing. hate, caps
WOODEN and linen goods of every
description. haberdaShory. gents and
| ladies furnishings ana all or any other
articles Of wear, and generally 10 engage
| in and carry on any other enterprise or
business which may Toe -ermane or
Incidental to. OF connected with, the
purposes h"rciuaboNc SET forth or con-
| templated by this charter.
| Article IN-TLo capital stock of this
corporation is fixed at the sum of one
hundred thousand tSl0o.UO.UOb dollars.
divided into one thousand shares of the
par value of one hundred dollars each.
which have been entirely subscribed and
paid for in cash by the appcarorS. as
hereinafter more fully shown. All
shares of stock shall be full-paid and
worcestershire. No transfer of stock
shall he binding upon the corporation
unless made upon its books. and all GER
titiCateS of stock shall bo signed 10y such
officers as may b" designated by the
board of directors. This corporation
shall have the right TO increase its
capital stock 10 the further sum of ON"
hundred thousand CSlOO. GOO uUJ dollars
10 be divided also into shares of one
hundred $1,000 dollars each. provided
said increase in the capital stock shall
have been authorized by the stock
holders at a meeting to be held pursuant
10 the provisions of Article Y. OF this
Chart"r. No stakeholder shall sell any
share of stock to any person not already
stakeholder, unless he shall have
offered such share or shares To said cor
pOratiOn at the book value as eS-
tabished by the last inventory. and.
when the offer is made to the CORPORA
ton, il shall be its duty to advise the
remaining stockholders of said offer
that they may have an opportunity to
purchase said stock; which option. how
ever, they must exercise within five days
from receipt OF notice by the company.
| All certificates of stock shall have
written or printed across their face. the
words: These shares are aSSi@nablc
only according To the Charter and By
Laws of this Company
Article V.-All the corporate powers
of the Company shall Ice vested i'm. and
! the management and control of its at
: fairs, shall be exercised by. a board of
directors composed of three stOckhold-
ers. majority of the directors shall
constitute a quorum for the transaC-
| ton OF all business. The directors shall
{ be elected annually. by ballot. by the
stockholders, on the first Monday i'm
April in each year. Each stakeholder
| shall be entitled, in person or by proxy.
| to a vote for every share owned by him.
| and all elections shall he held under
| such rules and regulations as may bc
determined by the board of directors
after fifteen days notice of such cleo
| ton shall have been sent to each stock
! holder at his last known address. The
| directors thus elected shall continue in
| office for one year. or until their sue
| cesSorS shall have been duly elected and
qualified. No failure to elect shall be
| regarded as forfeiture of this charter
| Any vacancy occurring on said, board
| shall be filled by the remaining directors
| for the uneNpired term. Said board of
| directors shall al its first meeting, after
| its election, nominate out of its num-
| Der, resident, a NiCe-President and a
| Secretary-TreaSurer. Said board shall
have the right to appoint and dismiss
| such clerks, managers, and other en-
| ployeS of the corporation. as conditions
| may Justify or the business of the cor
| pOratiOn may require. The tenure of
| office of all the employees of the corpora
| tion shall be during the pleasure of the
| board of directors. Any of the directors
| shall have the right to appoint, by writ
ten instrument, another director or
| stakeholder to act as his proxy and in
his stead al any and all meetings of
the board of directors.
| Article Vino stakeholder shall ever
be held liable or responsible for the con-
| tracts, faults or debts of said corpora
! tiOn, nor shall any mere informality in
its organization have the effect of rem
dering this charter null. or of exposing
a stakeholder to any liability beyond the
unpaid balance due on the shares owned
by him.
Article Widths act of incorporation
may be changed, modified or altered. or
this corporation may be dissolved, with
the assent of the stockholders owning
| two-thirds of all the stock of the cor
poration, at a general meeting convened
for that purpose, and after at least ten
days written notice of this meeting has
been given through mail, addressed to
each shareholder at his last kOnwn place
of residence. In case of dissolution by
the expiration of this charter. or other
wise, the stockholders shall elect three
liquidatorS from among their number, TO
liquidate and settle the business and af-
fairs of the company. In case of death
or disability of any one of said commits
sioners or liquidators. the survivors, OF
the remaining liquidators, shall appoint
! a successor to him The said liquida tors
shall have full power to settle said COM
pany's affairs, collect outstanding debts
sell and convey property, pay its debts
and divide the remaining money and
property among the stockholders. They
shall also have power to meet and act
under the bylaws of the corporation and
under regulations to be made by a ma
jority of said liquidators; to fix the price
and prescribe the terms and conditions
of sale of said property and the manner
in which the sale shall be made, and
take notice and bonds, secured by mort
gage or otherwise, for part of the pur-
chase price for all or any part of said
property; provided, however, that the
rights herein conferred upon the liqui-
dators may be modified. changed or de-
MED by a majority of the shares of the
capital stock of the corporation. The
said liquidators shall have authority &c
sue for and recover the debts and prop
erty in the name of the corporation, and
may be sued by the same name. and they
shall be liable in solido to any creditor
| or stakeholder for the monies and prop
erty of the corporation which shall come
to their hands or possession as liquida'
! tors, and for the proper application
and distribution thereof.
Article VIII.-Mrs. Rose LaZard
. | widow of the late Mayer Israel, and
whose postoffice address is 1925 st
Charles Avenue, New Orleans, Louisiana
has subscribed to 500 shares; Mayer
Israel Jr., whose postoffice is also 622t
ST. Charles Avenue. New Orleans, Lou
isiana, has subscribed to $50 shares
Leopold l.. LaZard. whose postoffice ad
dress is 1925 Bordeaux Street, New or
, leans, Louisiana, has subscribed to 15C
shares; Mrs. Blanche Israel, the wife OF
=, Jacques A. Moss, whose postoffice ad-
dress is 1925 st. Charles Avenue, New
Orleans, Louisiana, has subscribed to 81
shares; and Mrs. Irma Israel, the wife
of Benjamin A. Moss, whose postofiice
address is Milan and Dryades Streets
, New Orleans, Louisiana, has also SUBJ
scribed to so shares.