The herald. [volume] (New Orleans, La.) 1905-1953, 1916-10-19

,.ioI,;on NJ the provisions of this act, or II
any dividend or other distribution OF the as
sets bemade other than from net proh's, OF
u a reduction Of capital be made under the |
gu,se OF A loan to stockholders, or II am |
report or statement or pubic hotlCe ShaiI
not be made as required by law or II inaue
shall he false in any material representa-
nor, the directors OF such corporation voting
or asserting thereto shall be JOINTLY ana
severally liable to the creditors OF TINS cor-
pnration for any loss or damage ARISING
iherefrom. and in the case of reports, state
rueuts and public notices required by law
The officers shall be jointly and severaily
liable with the directors, as provided a3oye;
provided however, that II the knowledge
required for the making OF statement or re-
port As prescribed by law, be not practically
obtanable. the officer or director making
shall not be liable as herein set out
Article Widths act Of Incorporation may
be changed, modified altered, or this cor
po~atiou may he dissolved with the assent
OF the stockholders owning two-tmrds N--S)
of the issued stock OF this corporation, or
may be further modified with the assent OF
the stockholders owning thrce-iourths (5-4l
Of the issued stock OF this cooperation; all
as IS provided by Act. No. 267 Of the General
Assembly of the State OF louisiana ior the
year 1914, az a meeting Of the stockholders
convened for that purpose, and after due
notice shall have been given each OF sad
stockholders as provided for IN Article v,
Of this charter or act OF Incorporation, except
that whenever in the judgment OF the board
I of directors il shall be deemed advisable
! and Tor the benefit of said corporation that
. II should be dissolved, the board OF directors
within ten GO days after the adoption OF
+ resolution to that effect by a majority OF the
whole board Of directors, at meeting called
I for that purpose, OF which meeting each d.
rector shall have received at least three ()
/ d3ys notice shall cause notice of the Hdop-
/ ton Of such resolution to be mailed 10 each
stock holder, together with notice OF the
meeting Of stockholders TO be held IN the
office OF the corporation TO take action upon
/ the resolution 50 adopted by the board OF
directors. In case OF the dissolution OF tins
( corporation, by the expiration OF ITS char
Ter or Otherwise, the stockholders shall elect
three 90 liquidators from among their num-
Der who shall have full power and author.
ity to liquidate and settle the business and
affairs Of the company. In case OF death or
/ disability Of any Of said liquidators, the sur
7 vivor or survivors, shall appoint a successor
/ or successors, to him OF them.
/ Article NIII.-Unth the election to be
held on the second Monday in October, nine
! teen hundred and seventeen llSL) me lol.
, lowing stockholders shall constitute the first
, board Of directors: John Peter Gerde, An
! drew Hypolite Gerde, Eugene LacoSte. with
the said John Peter Gerde as president, An
! and Eugene LacoSte as vice-president, their
| respective addresses being as follows: lSUS
NaenCe street, corner Dryades street, New
Orleans. Louisiana; 49, Dryades street. New
. Orleans, LOUISIANA; and 1918 bordeaux street,
New Orleans, Louisiana
Article IN-The capital stock of this cor
poration, after having been transferred IRON
this corporation to a subscriber thereof, shall
not be sold or transferred offered Tor sale
or transfer by such subscriber, without trst
having offered such stock 10 this corporation
and 10 the stockholders of this corporation at
the then market or book value thereof, which
market price shall be aScertalned by the then
prevailing market price of such stock, II such
a price prevails at such time, when II not,
the book value Of such stock shall be aScer'
tanned either by an agreement of the parties
L. h.. apf nd
ness men, one TO be chosen by the subscriber
and the other by this corporation or the
stockholders or stockholder, prospective pur'
chaser when II said two parties cannot agree
upon a book value, such two parties SO chosen
to choose a third party, when the majority
opinion shall prevail In the event OF the
demise OF holder or holders OF the STOCK
OF this corporation the administrator, exec
utor or representative of his estate to imme
dately tender such stock 10 this corporation
and the stockholders thereof on the same
basis Such offer and tender to be made by
the holder or holders Of such stock TO this
corporation and the stockholders thereof by
the mailing of a registered letter containing
such offer or tender addressed TO the last
known addresses of this corporation and SAID
stockholders. Such offer or tender 20 remain
open for a period OF thirty 800 days from
the date of the mailing of such reg stored
letters when if not availed OF, such holder
or holders to be released 10 make a sale OF
transfer as he tt. In the event OF tins
corporation not availing itself OF such Offer
or tender such stock so offered TO be equally
pro rated between the stockholders of this
corporation should they SO desire TO avail
themselves thereof, when if they do not such
stock might be purchased by such stock
holders SO desiring, to acquire same. le
such extent all stock as issued by TINS cor
poration shall be nOn-negOtlabe.
Article X-Whereas, John Peter Gerde and
Andrew Hypolite Gerde have offered for sale
on the basis of subscriptions 10 the capital
stock Of this corporation, to Lacoste Bros.
sla. lion xrhf
organized under the laws of the State OF
Louisiana, and for and in consideration oil
the price hereinafter mentioned and tor
which the following described property Is
hereinafter appraised by all OF the directors
hereof and concerning which accurate de
, tailed and itemized description OF such prop
, erty, as to amount, location, extent, character
and state of improvement appears herein anc
is made part hereof, and which SAID herein
. after mentioned consideration IS herewith
being paid and acquttance and receipt giver
therefor in the capital stock OF this corpora
ton, the following described property !:
herewith and by virtue of these presents
J sold, granted, bargained, setover, assigned
{ conveyed and delivered with full legal war
, | ranties and with full substitution and subro
' cations to all rights and actions OF warranty
Z which said vendors might have or had agains
any preceding vendors unto the said Lacost
> Bros, Inc, the corporation which IS BENZ
Z presently organized under and by virtue o
! the laws OF the State Of Louisiana, an'
A which said vendors thereof, the said Johi
Peter Gerde, declared unto me notary, ina
ne has been married but once and then Il
: Katherine Lannes, who is presently lvlnl
\ and residing with him in this city, parisl
( and State as aforesaid; and the said Andrew
: Hypolite Gerde, declared unto me notary
4 that ne is not now has he ever beef
e married; the said real estate and improve
r meuts as is herewith transferred being de
n scribed as follows:
O LIST: Two certain lots of ground with tn
n buildings and improvements thereon, slttIate'
e in the Sixth District OF this city, in tn
!. deaux, and ST. Denis (now RamparD streets
$ designated as Lots Nos. Q0 and QD, thir
n teen and fourteen, on plan drawn by c. A
d Hedin, Surveyor, deposited in the office o
: Theodore Guyol, notary public, of this city
v as plan No. 10, said lots each measuring
: thirty (30O feet front on Valence street, b.
: a depth of one hundred and twenty Q20O be
y tween parallel lines: Lot No. thirteen Q3
n forms the corner of Dryades and Valenc
d streets.
e, End: Two certain lots Of ground with tn
j. buildings and Improvements thereon in tn
s same district and square above describe,
Z property designated by the Nos. fifteen us
d and sixteen 90 on the acove mentioned pla
I. Of c. A Hedn, Surveyor, said lots measur
d ing each thirty C0D feet front Valenc
= street by one hundred and twenty Q20) fee
,r in depth between parallel lines.
'e 3rd: Two certain lots Of ground with tn
Se buildings and improvements erected thereo
a. and the appurtenances thereof, situated j
a the Sixth District of the City Of New Oh
" leans. in Square No. $50, bounded by Boz
IN deaux. Dryades, Valence and St. Denis (no'
Of Rampart) streets, designated by the No
De eleven 0D and twelve Q2), each measurin
$. thirty 800 feet front on Dryades street, b
IS one hundred and twenty Q20) feet in dept
"a | hot equal aud naralIel lines Oer nj Ia