The herald. [volume] (New Orleans, La.) 1905-1953, 1918-07-18
AMENDMENT TO CHARTER OF
II. T. GOTHAM & CO., LTD.

AMENDMENT TO CHARTER OF
H. 7. GOTHAM CO., LTD.
lana, Parish of Orleans, City Of New
Orleans:
Be it known. That on this First day Of the
thousand nine hundred and eighteen and
OF the Independence of the United States OF
America, the one hundred and forty second
Before me, Henry p. Dart, Jr, Notary Pub,
lie. duly commissioned and qualified, in
and for this City and the Parish of Orleans,
therein residing, and in the presence of the
witnesses hereinafter and undersigned, per-
sOnally came and appeared the persons whose
names hereunto subscribed, who declared
that they are all of age and residents Of the
City of New Orleans, and stockholders of
II. 7. Gotham & Co., Ltd, and such stock
holders own and possess between them the
entire capital stock OF said Corporation is
sued and outstanding. VIZ, Ten Thousand
Shares of One Hundred Dollars each, amount
ing to One Million Dollars;
That meeting of the stockholders OF said
Corporation duly held at the office Of
the same in New Orleans, July, 1918.
That al said meeting the said stockholders
adopted amendments to the charter thereof
making certain changes and alterations in
the same.
That appearers have cosne before me, No
tary, to preserve and embody in due legal
shape the said action of the stockholders, as
will appear from a certified copy of the Reso-
buttons adopted at said meeting annexed to
this Act
That said corporation was created under
the laws OF Louisiana by act before Benja-
Parish of Orleans, August IL, 1892. recorded
in the Mortgage Office of said Parish in
Book ~. Folio $50.
And said appearers accordingly. declare that
they have appeared before me, Notary, under
the authorization aforesaid for the purpose
OF embodying in proper and authentic shape
the action of said meeting Of the stockhold
ers Of II. 7. Gotham & Co, Ltd,
Thereupon, said appearers say and declare
that at the meeting of the stockholders afore-
said the charter OF Ii. I. Gotham & Co., Ltd,
was changed, altered. amended and modi
fled SO as to read as hereinafter set out
That Article l is amended to read as fol-
lows:
ARTICLE 1.-The name and title of this
Corporation shall be II. I. Gotham & Co.,
Inc, and under its corporate name il shall
have and enjoy existence and succession for
the term OF one hundred years from this
date, and all the rights, advantages and privi-
leges granted by law to corporations, includ
ing power TO contract, sue and be sued in
ITS corporate name; to make and a cor
poratc seal, and the same to break and alter
at pleasure; to hold. receive. purchase, con-
vey, mortgage, hypothecate and pledge prop
erty, real and personal; to issue bonds
notes and other obligations; TO have and
employ managers directors, officers agents
and other employees, as the interests and
convenienceS Of the corporation NAV require
and to make and establish such committees
and to create such bylaws, rules and regu-
lations for the corporate management and
tor control of the affairs of said corporation
as may be deemed necessary and expedient
The domicile of the corporation shall be
the City of New Orleans. State Of Louisiana,
citation and other legal process shall be
i'll ate
inability to act from any cause whatsoever
upon a Nice-President, or the Secretary.
Treasurer
That Article II is amended to read as fol-
ARTICLE 1.-THE objects and purposes of
this corporation are to engage in trade and
commerce in all its forms, shapes and phases
to import and export; to deal and operate
at wholesale and retail, as principal agent,
on commission or otherwise; to sell proven
les, food feed stuffs, liquors, fish, oysters;
fruits, vegetables, Syrups and beverages, and,
IN Drisf. 10 produce acquire, handle. trade
disc Of every description; to acquire the
good will or business of other persons or
corporations; to have, hold, acquire, possess,
sell, let, ALLEVIATE or transfer trade marks
ana patents and patent rights, privileges and
inventions; TO hold stock in other corpora
tons, and bonds of the same and of the
State of Louisiana and the United States,
and generally to do and perform all things
accomplishment Of the purposes of the cor.
poration, the whole in the State of Louis
lana, the States, Territories, and Possessions
OF the United States. and in foreign States
ana Territories, with the right to have Of
fices and places of business and agents and
representatives in any and all of the same.
follows:
ARTICLE III::-The Capital Stock of this
Corporation is fixed at One Million Dollars
divided into ten thousand shares of the par
value OF One Hundred Dollars each, the
whole OF which was duly issued under the
original charter and under an increase of the
capital duly authorized by the stockholders
and hereby ratified and confirmed
~ The Capital Stock may be increased to
Two Million Dollars.
The, Capital Stock of this Corporation is
issued and held under the irrevocable agree
ment, contract and condition that the holders
OF the majority of the stock now or hereafter
issued and outstanding may at all times
during the, life of this Charter acquire and
purchase the share or shares held by the
minority stockholders or by any individual
holder thereof at the price of One Hundred
Dollars per share, to which shall be added
to pro rata share of said stock in the Sur
plus Account, and Undivided Profit Ac-
count of the Corporation as shown by the
last audit, which shall be the book value
OF the stock and the sole and only evidence
to be considered. The Surplus and Undi
vided Profits may be kept in one or sepa-
rate accounts. The pro rata of each share
Of stock shall be estimated by dividing the
total number of shares issued and oustand
ing into the balance to the credit of said
Account Accounts The sum thus ascer.
tanned plus the sum of One Hundred Dol
lars aforesaid shall be the total value and
price of said stock; all of which amounts
shall be payable in cash within thirty DAYS
after written notification of the exercise Of
this privilege. The stock shall be taken
and the books of the Corporation shall be
audited as of January LIST and July LIST Of
each year and as soon as possible after the
expiration of said date. No sale or trans
ter OF the stock shall be recognized by the
Corporation unless and until it shall have
been first offered in writing to the Corpo-
ration at the price fixed in the preceding
paragraph for the use and benefit Of other
stockholders. who are hereby granted the
absolute first right and privilege to purchase
| same at the price stated and TO accept (Which
shall be in writing) and pay therefor within
thirty days after such offer shall have been
made, The right and the rights conferred
| IN this Article of the Charter shall follow
the stock into whatever hands il NAV 90.
Failure OF the holder or possessor Of the
certificate of stock to produce or deliver
| same shall authorize the Corporation 10 re-
| ceive IN trust the price thereof, to cancel
such outstanding certificates on the books
| OF the Corporation and issue new certificates
| therefor. The stock so purchased shall be
| divided among the remaining stockholders
| as may be desired by them, and in default
OF agreement. in proportion to their several
holdings and upon payment of the price
| Upon the death of Mr. IT. Thom Gotham.
while owning or holding Fifty-one per cent
| of the entire stock issned and orfStandiug.