The herald. [volume] (New Orleans, La.) 1905-1953, 1916-04-06
February ~. 1910.



CHARTER
OF +. ". NACIIER. INC.
/ J1l,gd States uI America. State ~ Louisiana,
| Fa-.-l ri Orleans. City OF New Orleans.
! t- i known. that ON tins twenty-niu,h day
| = the month of February. IN the year 81 our
| Lord one thousand, nine hundred and sixteen
and 0i the independence Of the United States
| 81 America the one hundred and fortieth, be-
;roc ne, W. Morgan .Gurlcy. a notary pub
! ne, duly commissioned and qualified in and
for the parish OF Orleans. State Of Louisiana.
personally came and appeared the several
persons, whose names arc subscribed hereto
who declared that, aya.li.E themselves of
the laws Of the State % Louisiana, in such
cases made and provided, and particularly Of
Act No. -oI or 1914, they desire 70, and do
hereby, form themselves into a manufactur-
Ing and trading corporation under the name
and for the objects and purposes. and under
the terms and conditions, hereinafter set
Article The name and style Of this cor
poration shall be: e. W. NACHER, INC"
and, under This name II shall have all the
power and authority conferred upon corpO-
| rat'ons by the laws OF the State OF LouisI-
ana and Of the United States of America. l.
shall have existence Tor a period OF ninety
nine years from this date. unless sooner le-
gally dissolved. 1t shall have power to con-
tract, sue and be sued, in its corporate name;
to make and use a corporate seal, and the
same 10 break or alter at pleasure; 10 hold,
receive, lease, suitcase, purchase, sell, con-
vey, and exchange property, real personal,
the same; TO borrow OF lend money securities,
and valuable things generally, in any mat
tiers connected with the purposes or business
OF the corporation; to issue bonds, notes and
other obligations and negotiable instruments.
and commercial paper generally; to appoint
>uCl ofnCeTS, agents, managers and employees
generally, as the business and interests OF
the corporation may require; 10 change mod
lily, or amend this charter, and to establish,
alter, and amend all rules. regulations and
bylaws for the conduct and management OF
the business OF the corporation IN any way
cOnfoumable to law.
Article 1.-THE domicile Of this 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 presi-
dent Of THIS corporation, or, in the event OF
his absence or inability to act, then upon the
vice-president.
Article III.-The objects and purposes for
which this corporation IS organized and the
nature OF the business 10 be carried on by
1t, are hereby declared to be:
The manufacture, purchase and sale of
pharmaceutical products, insecticides, dsin
feCtantS and the like; and the right to ac
quire by purchase, bargain, trade, or other
wise, such products as manufactured by 9TH
thereof, proprietary rights connected there
with. and any existing businesses, engaged,
proposed to be engaged, in the manufac-
ture. sale, or distribution of such products,
together with any good will attached to the
Article IV.-The capital stock of this cor
poration is hereby fixed at the sum of ten
thousand dollars 100000. divided into two
hundred (2OO shares of the par value of
fifty dollars $1,000 each.
The capital stock of this corporation may be
increased to the sum OF thirty thousand dol
lars (S50OOO.0).
No stakeholder shall sell or dispose of any
Of the stock of this corporation, without first
having offered the same for sale to the other |
stockholders, by letter addressed to the |
president or to the board Of directors OF the |
corporation, naming therein the lowest pro- |
posed price Of said stock and the proposed |
terms Of sale. After thirty days from the |
receipt Of such written offer, and the failure
of the stockholders, or any OF them, TO pur- |
chase the said stock upon the proposed terms |
of sale. or at least terms no worse than those |
proposed. the owner of the stock shall then |
be at liberty to sell such stock for not less |
than the said proposed price and upon the |
said proposed terms. or at least terms not |
more favorable to the purchaser than those |
submitted to the stockholders. This rule
shall apply to ecah specific sale, or proposed
sale, OF stock.
Should any stakeholder pledge any of his
stock. he shall Immediately notify the re-
naming stockholders of the corporation in
president the board OF directors, as in the
aforesaid case OF proposed sale OF stock, OF
the fact of such pledge, together with the
name and address of the PLEDGE, and shall |
the act, or instrument of pledge; and before, |
or upon. the default of the pledgeor TO meet
the obligation for which his stock stands
pledged, the stockholders of the corporation
shall be entitled TO take up such pledgeor
obligation, and they shall be thereby spe
cially subrogated to the rights OF the orig
inal Pledge or any subsequent pledge, IN
all particulars.
Where the stockholders Of the corporation
are accorded either the right Of purchasing
a shareholders stock or of taking up his
pledge obligation. as hercinabove set forth, |
such right shall devolve upon the said stock |
holders. first. in the proportion of their in |
divdual holdings OF stock, and then ratabiy
among the remaining stockholders, should
any particular stakeholder not elect TO exer- |
else his right, and 50 on, until the right shall
remain in one stakeholder, if all other stock |
holders should decide not to exercise the
right.
stock where the provisions OF the foregoing |
have not been fully complied |
with, and the corporation shall also be enti- |
tied to demand, and shall so demand, Of both |
the seller and the purchaser Of stock in all |
cases. before making a transfer of such stock |
upon the books Of the corporation, an affidavit |
as 10 the amount truly paid for the. stock and
facts showing the entire bona hdes OF the
transaction.
The shares of stock of this corporation shall |
be transferable only upon the books Of the |
corporation. and transfer of any stock |
shall be binding or have any, erect upon
the corporation, unless and until, made upon |
it's books: and a prior lien on all shares OF /
stock shall be retained by this corporation /
on the stock OF any shareholder for any in
iebtedness, secured or unsecured, however
evidenced or created, due at any time TO the
corporation by the holder OF stock, and no
transfer of stock shall be made in contra
yention of these conditions.
In the event of the death OF any stock
holder the remaining stockholders shall be
entitled to take over such shareholders stock,
Dr. his interest therein, in the proportions |
1ereinabove set forth with regard to the pur-
chase Of a shareholders stock, provided that,
4 4 price has not been agreed upon between
such deceased stakeholder and the remaining
stockholders prior to the death of such stock
holder. or if the said remaining stockholders
and the legal representatives Of the deceased
shareholder should not agree upon a price