The herald., 1918-09-19
CHARTERS.
- OF INCORPORATION OF THE
crssNER COMPANY INC.

July ' rr:.;-,,
.d States Of Amsri3c2' Civ S'o Of New Sc Orleans
That on this the 5lst day OF
Be If July, in the year ~ 80. 49, and
the ron.s.nd nine hundred ~,tu :S Ststss ~
oas Independence Of w nd forty,second,
= ne the one hundred anu - 49,
hn'' Joseph Sinai, Notary FaOi &c,
Before US STONED and qualiileu, ~ SN ,er.
dsly CONN., ~ Orleans, therein Ies4u..s, -.
~ Psrisn o. al appeared the persons whose
soaslly cahe a,,,to subscribed, VINO deCIdIeu
.,nes are ,. h. themselves Of the provisions
dat svalI,He Of this State reiatiVe 70 NY
Of ne ..,;op of corporations, a.,ul Assembly
orgsniratllA Act 267 Of the Genera asseloly ny
;eelarly Of AZ annroved July 9th, l9l4, they
4 this S'aS, and agreed, ana GO ny
lave eoveh4. covenant and agree, Dlhu'
,hese pr .nnstitute themselves as wen %
form anu who may hefe'l.eI JON ,or,oJs.
sOca ps.ssociated with tne"'i an'o for the ob.
iion and Do sa,ses and under the agreements
iscis limitations following to'"i''
'nd THE name of this corporation
ARTlOLL. TL. Gessner Company, lncorpo-
shall De ,,der this corporate name II
nieed anu ard enjoy all the rights, advan-
shsl nav nriyileges granted by Jaw 70
sses ans. sn il shall exist ior lae Iii
| corPorahois' Years from this date; u shdl,
sinety-nine - contract, sue and be sued
ave the po"ei y,me: 10 make and use
| 10 its CORP ai and the same 10 Dreak OF
| eopoiS.' ;ts Measure, TO hold ISVeIEei Put-
alter ,onvey, mortgage, lease hyPoa!IeS
chase, n,,oesty, both real and PERSONA
Of pledge Ofpornoreal and incorporeaL TO
| and miheu 'ooo;nt such managers, agents, Ill
zane anu Tofficers as its business lnler
eciois, Convenience may requTe' anu ~
tsis I'd establish as wei as 70 dl.e' aiau
md from time to utls' Sy r,rep goveInment
ana ecarooration as may be necessary anu
proper. ,:.;,. s. ,b;s co-no.
ARlISLn - in the City OF New Orleans;
raiion sH~ o,;siana. and all citations ana
| State OF OF orocess shall be served on the
other icy" 81 in his absence, upon the Sec
rr1ry. , $4,000.
KiL!!.L This corporation is established and
ia .,,s Of the business 10 DC CdIileu On
me nS A.. hereby declared to De 10 ouy
M Kodaks, books, stationery, news ana
and sen nd souvenirs, and to carry on the
ao'eiu' ~ engraving enclosing, printing
ouSinn... .SI.,r,ohing, and in general 10 90 all
lna n connected with the business ABOVE
nlns :,,sS and the general stationery Dust
.ss and to conduct same IN a., 80 ,ecaSsaTy
and oelS' and convenient to the said bust
and pVE any wise connected Herewith
,nr,crF Iy-The Capital Stock of this
AN.,iar ;s hereby fixed at the sum OF
nlPO' T41bOns,nd Dollars (S5,0O0OO) to be di-
fiye, ~ f;ftv (5O) shares OF the par value
u ln.. III Hundred Dollars $4,000 each.
-, .,,,.s Of stock shall be issued at par
SAu nJ Sben issued shall be paid for IN
w ar property or the equivalent thereoi;
es1 . :, II stock shall be issued as full
~ .aS non.assessable, and no transfer OF
p ~ shail be binding on the SAID corpora
49, unless recorded on its books.
n, sale or transfer of shares OF stock IN
a. ~ .o-noration shall be valid and binding
ms Se,Po "arnoya,ion in any manner whilst
IA shares are pledged by the owner there
a.
hi. eorporation shall be going concern
ias . !. fifty per cent Of its capital stock
=. Seeu subscribed and paid for in cash
y Or its equivalent.
m, eorooration shall have the right to in
.,.,ss ;ts capital stock up to the further
a. Fifty Thousand Dollars (SSO,OOOOO
s,v mart thereof, to be divided into shares
y an, Hundred Dollars $4,000 each, pro,
ydsd said increase in the capital stoek shsi
= meeting held pursuant to the provisions
Of the law.
ARTICLE V.-All the powers of this cor
u ,or,,;on shall be vested in and exercised by
Raard AZ Directors to be composed OF three
a~,sons ali stockholders, any two OF whon
All constitute a quorum for the transaction
A me business and affairs OF this corpora
hsn
The Directors shall be elected annually b,
A,llot.. by the stockholders, on the second
Monday Of August IN each year me mrs
election under this charter shall be held OF
he second Monday in August, 1920.
T.. .,orLholder shali he entitled. in Der
,,c or by proxy to one vote for every shar,
q stock owned by him, and all elections shall
k held under such rules and regulation
- may be specified by the Board of Di
Ssiors after fifteen Q5) days notice Q
nch election shall have been sent to eaci
stakeholder at his last known address.
No failure to elect Directors shall be re
fsrded as a forfeiture Of this charter.
Any vacancy occurring on such Board o
Directors shall be filled by the remaining
Directors for the unexpired term.
Said Board Of Directors shall, at its frs
meeting after its election, nominate, out o
rs own number, President, Secretary an'
Treasurer. The office of Secretary ant
Treasurer may be combined and held by on
PRISON. The Secretary need not be stock
hlder.
Sad Board of Directors shall have tn
nght to appoint and dismiss such clerks
nsnagers and other employees of the corpo
ntion as, in its judgment, may be deeme'
Necessary.
The tenure Of office of all the employee
The corporation shall be during the plea
sre Of the Board.
Any Director shall pave the right to ap
E,t IN writing, any other Direcor, to &C
y his proxy and in his stead at any ant
~ meetings of the Board Of Directors
ARTICLE vI-Thonas F. Gessner, who's
Address fa Nau
Wlsans La, Mrs. Alice B. Gessner, who's
sr Office address is 43lS Baronne St
~ orleans, La, and Gus ID. Levy
asss rost Office address is 1890 Gen
galng st., New Orleans, La, shall con
Elaie the first Board of Directors of thi
agarstou with Thos. F. Gessner, as Presi
and Mrs Alice B. Gessner, Secretary
nsss'a,er, to serve until August, 1920, o
null 'ne'r successors are elected.
nitAE vII.-This act of incorporation
~ changed, modified, or altered, o
s arporation may be dissolved, with tn
N y stockholders owning two-thirds @
-, stock Of this corporation, at a gen
~. eung convened for that purpose, an
A. y least fifteen days written notice G
neei,ng has been given personally o
49, we mail addressed to each stocl
~ his last recorded address. In cas-
o,,ss 'u1'on, BY the expiration of thi
a. G otnerwise, after compliance wit
S~;ss. me stockholders shall elect tw
$500 's from among their number to i
1s %s aad settle the business and affair
~ corporation. The said liquidator
sr,. ~. iuil pewer to settle the corpor;
~ - debts and divide the remaining none
- .r1ty among the stockholders /
~ a IN ~ 81 the death or disability Of an
6,s,~ .s a'e iiquidators, the remaining liqp
~, 'a e1 fulfill all the duties Of liqu
sTv Ssd iquidator sahll have the pows
a. ~ Price and prescribe the tern
sk;sS ~ p sad property and the manner i
1 v,.,as sale shall be made. They sha
/ eser vi with full, final and complei
sgsx, ,ee authority, necessary, proper an
/ ~ A;sss y !. 10 and perform any and every az
/ m al 't 70 WIND up and liquidate the bus