The herald. [volume] (New Orleans, La.) 1905-1953, 1917-04-12
CHARTER
OF TIE $. GCMBEL REALTY & SECU
RITE COMPANY, INC.

march p 20 apr! = y .
OF THE $. GUMHEL REALTY & SECU.
RITT COMPANY, INC.
United States OF America, State Of Louisiana,
Be II known. TIA, on this, the 9Th day
# the month Of March, IN the wear Of our
Lord. one thousand n.ue hundred and sew
the United State, Of America, the one hun
drci and io-,y-trst, before me, Watts h.
LrverIyh. a notary public IN and Tor the
parish OF Orleans State of louisiana, duly
commissioned and qualified and IN the pres
ruge ri the witnesses hereinafter named and
UNDER, Encd, personally came and appeared
the Scyr-a. persons whose names are here
unto subscribed, who ScveTal!y declared that.
awaiting themselves o.; the laws Of this state
relative 10 the organization OF corporations.
they have contracted and agreed. and by
these presents do aErec and bind themse Ives,
as wei. such other persons as may here
after become associated with them, 20 form
and constitute a corporation and body, cor
pl-ate N law for the objects and purposes
hereinafter Sc; forth and expressed
Article The name. and title OF said
company shall be the $ GuTbel Realty &
,haIl be the City OF New Orleans, parish Of
Orleans State Of Louisiana. Under this
corporate name, the said corporation shall
succession for The full term OF ninety nine
,Vo) wears from the date Of this act; 30
contract sue and be sued; and 10 make and
use a corporate seal, and the same to break
| " alter n pleasure, which said seal, II any,
| shall be designated by the board OF direc-
tors; TO purchase, own, hold, lease, receive.
! sell and mortgage or pledge, under its cor
porate name property. both real and personal,
! including stocks. bonds and securities OF
| other corporations; TO sell any portion OF is
capital stock. other resources, TO make
advances on real or personal security ana
on growing crops; 70 lease 70 and from and
! 20 consolidate merge with other COmpa-
mes 10 elect and appoint such directors, Off
| cc-S ard agents as the interest and conve-
| nleuCe of said corporation may require; to
! make and establish such bylaws, rules and
/ regulations for the proper management Of the
| affairs Of said corporation as may be neces-
| sary and proper, and the same to change or
| alter at pleasure; and, generally, 10 do and
! perform all acts and things requisite and
| necessary 10 carry out the objects and pur-
poses Of said corporation. Q
A-,isle II.-Au citations or other legal
! processes shall be served upon the president
| II said corporation, and in case OF his alb
! Sence, upon the vce-presidcnt, and in case
! OF the absence Of both, upon the secretary.
| Article III.-The objects and purposes for
which this corporation is established, and
! the nature Of the business 70 be carried on
| by it, are hereby declared and specified 70
veop or improve real estate Of all sorts; 10
, construct and maintain offices, flats, houses,
| factories, warehouses. shops, buildings, works
and convenences Of all kinds; to acquire,
! character, and particularly, stocks, bonds,
/ obligations and securities OF other corpora
:ions, we'll OF individuals and partner
| ships to exchange its entire capital stock
| or anv part thereof, for property which il
| is authorized TO acquire, or TO exchange its
entire assets and business, any part
thereof, Tor property, stocks, bonds or otn le
| obligations OF other companies; specially,
TO acquire all any portion OF the real
| estate, stocks, bonds and obligations descend.
| ing from the SUGGESTIONS OF Simon Gumbel
- S0-l,- To-. soil Gum al and rnn he
longing TO their heirs; and TO do and trans
| act all business properly connected with,
| incidental or convenient TO, any of the said
objects and purposes.
Article IV-The capital stock of this cor
poration is hereby fixed at two million (S2,-
GOOUOO dollars, 10 be divided into and
represented by twenty thousand (2OmCl
shares OF the par value of hundred
for in cash. or may be issued for property
! actually received by the corporation at its
fair value. The board Of directors herein:
after created is specially authorized and
empowered 10 issue all of said stock TO the
heirs of Simon Gumbel and Sophie Lengs-
| field Gunbel, in exchange for all or any
SUGGESTIONS of Simon Gumbel and Sophie
| LengSfeld Gumbel, his wife, upon such basis
! and at such appraisement as IN the Judg-
ment Of the said directors may be proper.
be increased TO the sum OF six million 49,
O0O0CO0) dollars. No transfer of stock shall
be binding upon the corporation unless made
| and recorded upon Its books. No stock
holder shall have a right to transfer or
convey any of his or her stock in the cor
poratiOn, unless and until he or she shall
have first made a written offer TO the other
! then stockholders of the corporation, and to-
| the corporation itself, to sell his or her
stock to them at the same price as that at
which he or she may have received bona
be addressed TO the other then stockholders.
and to the corporation itself, collectively
and shall be delivered to the office of the
| corporation not less than ten (lO) days prior
to the application for transfer of the stock.
! The corporation shall transmit this offer to
| the respective then stockholders, and the
| stock of the stakeholder desiring 10 sell
shall be distributed pro-rata among such OF
the other stockholders as desire TO purchase,
in the proportions in which the holdings oil
| the stockholders DESTROYS of purchasing bear
stockholders desiring to sell shall not be re-
CURED TO take all OF the stock of the
stockholders desiring to sell. but shall have
the option to take any part OF 1t, at the price
at which a bona hde offer may have been
received by the stakeholder desiring 10 sell,
for the whole amount offered; and il the
purchase is less than the total offered for
sale, then, after each of the other stock
holders shall have taken and paid for the
amount of stock which he or she desires TO
buy, the remainder untaken shall be open
for purchase by the corporation itself; and
unless prohibited by law, the corporation may
itself use and apply its surplus earnings or
accumulated profits to the purchase, from
any stakeholder desiring to sell, of any por-
ton of that stockholders stock which none
Of the other stockholders may desire &c &C
quire, at the price said stock shall
have been offered TO the other stockholders;
provided, that the corporation shall not apply
any of its capital to tke purchase Of such
stock, but shall always maintain its capital
unimpaired and invested in other property
and in securities. The corporation shall have
the right to refuse TO transfer any stock
so long as the shareholder demanding the
transfer is in any way indebted to the cor
poration, and the corporation shall have a
lien. pledge and privilege each share of
stock TO secure any Indebtedness due by the
shareholder to the corporation. Should any
of the stock offered for sale be not
desired by any of the other stockhold-
ers, and should the corporation itself be
unwilling unable to purchase any Of the
same out Of its surplus earnings within ten
Cl0) days from the receipt at the corpora
tons office of the written offer TO sell, then,
and then only, shall the stakeholder desiring
to sell be entitled TO transfer such undesired
portion of the stock to such person or persons
as he may see fit, for not less than the price
at which he or she has offered the stock TO
the other then stockholders and to the cor
poration The provisions of this article shall
be printed upon the face Of each certificate
issued by the corporation, and shall be
| L; here AZ e-