The herald. [volume] (New Orleans, La.) 1905-1953, 1915-07-08

| object aforesaid. ana 70 engage IN 90! 80
! business OF enterprise which might he ger
-.sre 70. or connected With, the purposes above
stated.
A-;,cIe III-The amount q the capital sioch
/ shall ue SIX thousand ,So.phpyJ collars a.
! vldeG .u;o sixty luyi shares o. one NUM-. =
$4,000 dollars each, when nave yeTL 80 81
/ t.1elv subscribed and paid i0r II cash by me
aupearers. The whole Of SAID STOCK i con-,
mon Stock Of equa! dignity and power S@!q
capital may Je increased 10 one h----' u
thousand lSlI,h.bI dollars.
All stock II this corporation shall! be held
upon . condition precedent ana uHCe. -
tract and agreement IN the nature OI Ees'Su
NIGHTS that al such stock j. 80 held ana pos
sessed subject 20 the rules ard provisions ioF
the transfer Of same hereinafter sci ol'' 10
VII.
FIRST: No sale OF other transfer OF shares
Of stock II this corporation shall! be valid IN
III and unless the opportunity has oeeh M
afforded the shareholders q record a. Inc GATE
u such transfer, sale or otEeT a4ltHa'ul' 10
purchase such stock a. book value plus twenty
I'VE per cent, the value 70 ue asSeEtalntu II
the manner herein prescribed. The Tisht -
acquire said stock hereby lrst vested IL '.!e
other stOC kholGe-s o. record snail iO4.oW Inc
stock INTO any hands ~ wHi>a u may Pass
and may be exercised against the h04ceFs
thereof within ninety days irom the TINE any
sale OF transfer thereof has been oHeEeG 10
be entered on the books ~ the corporation.
Il shall be the duty OF any holder Of STOCK
H. this corporation Who intends or desire 10
sell. transfer, ALLEVIATE or ut.trN Sc dispose
Of the same. to give Ten days written notice
Of such intention or desire 10 the board o.
directors Of the corporation. VINO are heTeDS
constituted agents q the other stoch5o4dris
fp- the purpose OF such notice. and SAID board
Of directors shall give immediate IIloTila-
tI0n thereof, in writing 20 al the other STOCK
holders O.: record. Before the expiration 81 the
ten DAYS from the receipt o. SAID notice "
the board Of directors. any shareholder o.
ND d. 10
the ght 10 purchase SAID stock 10y notiyins
the board Of directors IN wrItlng and mere
after >ha!! deposit The pTlce O! said STOCK IN
cash with the corporation on or before the
expiration Of eighty days !.Un the last men
toned date.
Upon the receipt Of the first reationed no
tIcc. the board %. directors sha.. advise the
person owning SAID stock, his agent or repre-
sentative. 10 JOIN the SAID board II hNing
the value Of said stock. which value shall be
established on the basis q the last annual
or se,-I-auuuzl statement OF report Of the
corporation and the last monthly t1Ial bal
aEce preceding the date Of such notice, and
10 the value thus found and established there
shall be added twenty-five per cent, and the
sum thus found and established snail con
sIItute the value and prlce q SAID stock.
II within the tNeuty-lOur hours after sucn
notice, the owner. ms agent OF representative.
does not JOIN with the board IN establishing
the prlCe or value Of the stock, the board
may yrOcted without further delay 70 TX the
aforesaid t1r that purpose, which writings
are declared 70 be conclusive evidence igT
and agallts all parties IN interest IN the
premises, whether the value = established
by the JOINT act OF the owne-. ms agent,
widow, heirs or representatives or ty the
board Of directors acting II default OF the
cooperation ol said person or persons.
Upon receipt q The uiter or acceptance -
any shareholder 10 purchase SAID stock and
upon obtaining guarantee satisfactory 10 sad
board igr the prCe thereof, the board OF d.
rcc,yIs sha.! tAereup0n give notice thereof 70
the owner OF the stock. his agent, OF repre-
sentative, and before the expiration Of the
period OF eighty days Aforesaid shall call IL
the certificate OF certificates representing such
stock and pay the price value the-e0: and
cause The same 10 be transferred on the books
10 the purchaser.
Second: The preference. option and II CHIT Of
purchase heretofore vested by paragraph frst
~ the other shareholders shall exist IN null
force and effect IN their favor 10 acquire the
shares Of stock OF deceased stockholder.
and the iornalItIes and course Of procedure.
the terms. conditions, stipllatIons and delays
herelnabove established IN said paragraph.
shall apply IN all respects 10 the procedure
70 be followed IN case OF death. Immediately
upon receipt Of information Of the death II
any shareholder, II shall be the duty OF the
board Of directors 10 cause the necessary steps
10 be taken 10 carry out and enforce these pro
visions.
Third. The preference, option and right OF
a
IN favor Of each shareholder Of record for
his viriie share in proportion 20 his existing
holdings II the stock, but should any share
holder fall TO exercise his night in this re-
gard. his night shall pass 10 and be absorbed
by the other shareholders, provided that the
owner, his widow, he rS or legal representa-
uyes, as the case may be shall not be
obliged 70 deliver said stock unless the
offers 10 purchase the same shall include and
cover the entirety Of the offerings under |
paragraph hrst or all OF the holdings under |
paragraph second
Fourth: All certificates Of stock shall bear
upon their lace brief reference 10 the rights I.
herein established II favor OF the stockhold- /
ers.
Article IN-All the corporate powers shall |
be vested IN and exercised ny a board OF !
directors composed Of three stockholders. the |
majority Of whom shall constitute 2 quorum 1
ioT the transaction Of all business The board /
81 directors shall be elected annually bv the |
stockholders al meeting 10 be held for that /
purpose on the third Tuesday OF March Of each /
year The directors thus elected shall con-
inue in Office for one year and thereafter |
until their successors are elected and have
quallned. Any vacancy occurring on such l
board shall be filed by the remaining direc-
tors Tor the uneNpired term.
Any director may appoint BY written inst-7,- /
merit another director Or stockholder TO act /
as his proxy and in his stead al anv and sll /
meetings OF the board Of directors.
AT rs hrst meeting after election the board /
Der president, q vice-president and a sec 1
-etary-treasurer. said board shall have the /
-Ight 70 appoint and dismiss such managers
Jerks and other employees OF the co-no-a-
non as conditions may justify or the business
y the corporation require. The tenure of I
1tnce % all the employees Of the CORPORATION
,aail he during the pleasure Of the board OF |
directors. MIL the election 10 be held on
he twenty-frst day Of March. 1915 the foI
owing named shall constitute the first board |
II directors. to-wir:
Ernest Lee Iahnoke, whose post Office ad.
lress Is 1923 Palmer Avenue New Orleans
LOUISIANA; Paul +. Jahncke. whose post Office
address IS No. Audubon Place, New Orleans
louisiana; and Walter F. Jahncke. whose
1ost ONCE address Is 81 Howard Avenue. New
orleans Louisiana
Article N-.Meetings of stockholders for
ne purpose Of election or any other pr-nose
nay be held upon fifteen davs' notice sen,
" man or delivered, and delivery OF such
notice IN person or az the residence Of
tockholder shall be sufficient for all mr. !
'oses; such meetings may be held az arv
lme or place by unanimous consent ARD
Slthout notlce. Any notice required by this
harter or by any laws Of the State NAV he !
waved and such waiver shall be in writing
nd incorporated into the minutes NJ ~ -.a.
ng held under such waiver.
The stock OF this corporation has be., s,b.
crlbed follows:
Ernest Lee Jahnoke, whose post of,oe ad-
ress is 1873 Palmer Avenue New Orleans N
hares; Paul F. Jahneke. whose post of5cs
odress IS No. Audubon Place New Orleans !
"a, ~ shares; Walter F. Jahncke, whose nost
nice NICE aqdTess is sl4 Howard Avenue, New Or
AT the dissolution of this co-no-s,;o, a.
i9uidators 10 be then and there elected -
EDITION to the powers conferred -, -