The herald. [volume] (New Orleans, La.) 1905-1953, 1917-01-25
CHAR

CHARTER
OF WILLIAM A. FRANCIS, INCORPO-
RATED"
United States Of America, State of Louisi
ana, Parish Of Orleans, City OF New Or.
leans.
BE il known. that on this twenty-sixth day
Of the month OF December in the year Of
our Lord, thousand, nine hundred and
sixteen, and OF the independence of the
United States OF America, the hundred
and forty-hrst, before me, Arthur John Pc.
terS,' a notary public, duly COMM ssioned and
qualified, in and for the city Of New Or
leans, in the parish Of Orleans, and State
Of Louisiana, domlciliated in the said city,
parish and state, and in the presence Of the
witnesses hereinafter named and under
signed personally came and appeared:
The several persons whose names are here
unto subscribed, all above the full age of
| majority. who severally declared that, avail
ing themselves OF the provisions OF Act No.
2b7 OF 1914, as well as OF the general laws of
the State Of Louisiana, relative to the or
ganization of corporations. they hereby form
themselves into, and constitute a corporation
| for the objects and purposes, and under the
Stipulatons hereinafter set forth
Article 1.-The name and title of this cor
Poration is hereby declared to be: William
A. Francis, Incorporated
Its domicile shall be in the city of New
Orleans and it shall have and enjoy sue
cesslon and corporate existence by its cor
| (99l years from and after the date hereof
This corporation shall have power and
| authority to contract, and be sued in
ITS corporate name; TO make and use a
corporate SEAL to hold, receive. hire and
purchase real and personal property, and to
SELL mortgage or pledge the same and to
borrow money and issue bonds, notes and
other obligations.
All citations or other legal process shall
be served upon the president, and in the
event OF his absence or inability to act
from any cause, the same shall be served
upon the secretary treasurer Of the corpora
ton.
Article 1.-THE objects and purposes for
which this corporation is established and
the nature of the business to be carried on
by II are hereby declared to be: To roast
and grind coffee; to sell at retail tea, coffee,
spices and groceries, and to conduct in gen.
eral retail tea, coffee, spice and grocery
business; and generally to do and perform.
all such things as may relate or appertain
to the objects and purposes above expressed.
Article III.-The capital stock of this cor
pOratlOn is hereby fixed at the sum of five
thousand dollars CS5,0O000), divided into and
represented by five hundred 500 shares of
the par value of ten dollars $1,000 each.
This capital stock may be increased to the
sum of one hundred thousand dollars $780,
OOOOO.
Said stock shall be paid for in INSTALL
the board of directors may determine, but
any part or parcel of said stock may be is
sued by said board of directors at not less
than par in payment of labor done or prop
erty actually received by said corporation
The said stock shall be transferable only
on the books of the corporation, subject to
such rules and regulations as the board OF
directors may adopt.
Article IV.-All the corporate powers of
this corporation shall be vested in and ex-
ercised by board OF three 90 directors, to
be composed of stockholders, a majority of
whom shall constitute a quorum for the
transaction of any business. The board Of
directors shall be vested with full power
and authority to make all contracts, pur-
chases and sales, and adopt all bylaws
rules and regulations for the government of
the business and affairs of the company, and
alter, amend and change the same at pleas
ure; appoint hire and discharge, all officers,
generally to do and perform all things nee
eSsary IN the transaction of the business
and affairs OF the company, Any vacancy
occurring an said board shall be filled by
the remaining directors in the manner pro-
vIded for in the bylaws.
The first board of directors of this cor
poration shall consist of Arthur A. Wiegand
Sl25 Canal street, New Orleans, La; Will
liam A. Wiegand, 3l25 Canal street, New
Orleans, La; William A. Francis, 2SOl Dau-
phine street, New Orleans, La; with Arthur
A. Wiegand as president, William A. Fran
els, as vice-president and manager, and Will
lam A. Nlegand, as secretary-treasurer, who
shall hold office until the second Tuesday in
January, 1918, and until their successors
are duly elected and qualified.
On the second Tuesday of January, 1913
and annually thereafter, an election for di-
rectors shall be held at the office of the
company, under the supervision of two COM
mlssloners, 10 be appointed by the board
Of directors, and the directors then elected
shall take their seats Immediately, and shall
hold office until their successors are duly
elected and qualified Each board shall elect
he Iah Z
president and vice-president and manager
and secretary treasureT. The secretary
treasurer need not be a shareholder or d.
rector.
All corporate elections shall be by ballot,
and majority of the votes cast shall elect
and at all stockholders meetings held for
any purpose, each share of stock shall be
entitled TO one vote, either in person or by
proxy, by the person in whose names same
IS registered on the books of the company.
Written notice of stockholders meetings
snail be gwen 10 each stockholder by the
secretary at least fifteen days prior TO cleo
tons, by mailing same, postage prepaid, TO
his last known address.
Any director absent from the city of New
orleans, or unable to attend meetings of
the board OF directors may give his written
proxy to any other director, and said proxy
Shall be voted IN accordance with the writ
ten instructions of the director granting
same.
Article V.-This act of incorporation NAV
be changed, altered or modified, or the cor
Poration may be dissolved in any manner
prescribed by law; or with the assent of
three-fourths go of the stock present or
represented at general meeting of the
stockholders convened for that purpose after
thirty 500 days prior notice Of such meet
ing shall have been given by publication in
one OF the daily newspapers published in the
city of New Orleans. by five publications
during said period, and such changes as NAV
De made IN reference 10 the capital stock
shall be made in accordance with the then
existing laws on the subject
Article Vl-Whenever this corporation Is
dissolved, either by limitation Of its char.
Ter or from any cause, its affairs shall be
liquidated by three 90 commissioners TO be
appointed by 1.-THE stockholders at a meeting
OF the stockholders convened for that our.
pose after thirty 800 days prior notice shall
nave been given by the secretary to each
stoekholder: Said commissioners shall re.
main IN Office until the affairs Of the said
corporation shall have been fully Inundated,
In case OF the death of either comm missioner,
me survivors, shall continue to act
Article VII-No stakeholder of this cor.
poration shall ever be held liable or respon.