The herald., 1917-01-11
CHAR TER
OF "WII.LAM \. FRANCIS. INCORPO.
RATED"

CHARTER
OF "WILLIAM \ FRANCIS. INCORPO-
RATED"
United State, Of America. State Of Louisi.
ana, Parish Of Orleans. City OF New Or.
leans.
BE it known. that on this tweuty-sixth day
IF the month of December. in the year Of
our Lord, one thousand, nine hundred and
sixteen, and OF the independence OF the
uited States OF America, the one hundred
and forty-hrst. before me, Arthur john Pc
tiers, a notary public, duly commissioned and
qualified. in and for the city Of New Or
leans, in the parish Of Orleans, and State
Of Louisiana. doU'Ciliated in the said city,
parish a"d 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 Neverally declared that. avail
ing themselves Of the provisions OF Act No.
POI of 1914, well as OF the general laws of
| the State Of Louisiana, relative TO the or
ganlzatlon OF corporations. they hereby form
themselves into, and constitute a corporation
Tor the objects and purposes. and under the
stIpulatIon> hereinafter set forth.
Article The name and title OF this cor
poration is hereby declared 10 be: William
\. Francis, Incorporated.
Its domicile shall be in the city of New
Orleans and II shall have and enjoy sue
Porate name for period Of ninety nine
tg9l years from and after the date hereof.
This corporation shall have power and
authority to contract, sue and be sued in
It's corporate name; to make and use a
corporate seal: 10 hold. receive, hire and
purchase real and personal property, and to
sell, mortgage 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 a retail tea, coffee, spice and grocery
business; and generally TO do and perform.
all such things may relate or appertaIn
to the objects and purposes above expressed
Article Ill-Ihe capital stock of this cor
poratIOn i hereby fixed AZ the sum of five
! thousand dollars (S5,OOOOO, 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,
OOOO.
Said stock shall be paid for in Install
ments Of such amounts and at such times as
| the board of directors may determine, but
any part or parcel OF said stock may be as
sued by said board OF directors at not less
| 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
Article IN.-All the corporate powers of
| this corporation shall be vested in and eX-
| erciSed by a board of three 60 directors, to
| be composed Of stockholders, a majority of
|
| 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,
| agents and employees, TX all salaries, and
| generally to do and perform all things nee
| essary IN the transaction OF the business
and affairs Of the company. Any vacancy
| occurring IN 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. Wegand,
5l25 Canal street, New Orleans, La; Will
| liam A. Wiegand, Sl25 Canal street, New
| Orleans, La; William A. Francis, 2SOl Dau-
phine street. New Orleans, La. with Arthur
| \. Wiegaud as president, William A. Fran
els, vice-president and manager, and vii
| liam \. Nlegand, as SeCretary-treasurer, who
! shall hold otnce until the second Tuesday in
| January, 1918, and until their succe ssOrs
! are duly elected and qualified.
! On the second Tuesday Of January, 1918,
| and annually thereafter, election for dI-
| rectors shall be held at the Office of the
| company, under the supervision OF two COM
| iSslOners, to 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
| ITS own officers which shall consist of a
| president and vice-presdent and manager,
! and a secretary The secretary
| treasurer need not be shareholder or di-
| rector.
| All corporate elections shall be by ballot,
| and a 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
| shall be given to each stakeholder by the
secretary at least fifteen days prior to cleo
| tons, by mailing same, postage prepaid, 10
! mis- last known address.
Any director absent from the city Of New
| Orleans, or unable to attend meetings OF
\ 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 Information may
| be changed altered modified, or the cor
| poratiOn may be dissolved in any manner
| prescribed by law; or with the assent OF
| three-tourths go of the stock present or
| represented at a general meeting OF the
| stockholders convened for that purpose after
| thirty 800 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 may
| be made in reference TO the capital stock
| shall be made in accordance with the then
| existing laws on the subject.
| Article Nl.-Whenever this corporation is
| dissolved, either by Limitation Of its char
| ter or from any cause, its affairs shall be
| liquidated by three 81 commissioners to be
| appointed by THE stockholders at a meeting
of the stockholders convened for that pur-
pose after thirty 800 days prior notice shall
| have 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 liquidated
| In case OF the death of either commissioner
| the survivors shall continue 70 act.
| Article vino stakeholder of this cor.
l poration shall ever be held liable or respon-