The herald. [volume] (New Orleans, La.) 1905-1953, 1918-01-10
CHARTERS.


holders desiring to sell dispose OF his
stock, may sell the same to such person or
perons as he may see fit. All stock IN TINS
corporation, whether common or preferred,
issued or to be issued, shall be SUBJECT 10
the provisions Of this article.
Article V.-The domicile OF this corporation
shall be in the City of New Orleans, La.'
where all meetigs OF the stockholders or
directors must be held, provided that with
the written conseEt of all the directors, VaIld
meetings Of the directors may be held out
side of the State, or within the State else,
where than at its domlcile. Citation shall
be served upon the President or IN hrs aD-
sence or disability, upon the First Vice
President, and in the absence or disability
NJ the LATTER, upon the Second Nice-Presldent
or upon the Secretary and Treasurer.
Article VI.-All the corporate powers OF
This corporation shall lie vested in and exer-
cised Inv Board of Directors, four in num-
ber ali of whom shall be stockholders, TO
he elected on the Third Monday in January
OF each year, commencing with the tniII
Monday of January IN the year III, WIZ ~
The understanding that the hrst board OF
directors selected by the stockholders, and
named in this charter, as well as the hrSi
set of officers as hereinafter named, shal
hold office until the third Monday OF Jan,
nary 1919, or until their successors nave o''"
elected and have quallhed
After the election of said Board of Diree-
tors. by the holders OF the common stocE' as
herein provided. there shall be elected Oy
said directors from their own number the
officers of this corporation which are as lo--
lows: lst: A President; End: FIRST vice
President; 5rd: A Second Vice-PreSident'
4th. A Secretary and Treasurer, which last
two offices shall he combined in one person.
and said person shall also hold ana vAei1Ioe
the office and function OF General MANAGE
Of this Corporation
The first Board of Directors, and the DIN
GERS of this corporation, shall be the follow ,
ing. and which said Board OF Directors ana
officers shall serve until the election 10 DC
held on the Third Monday OF January; Yl2'
or until their successors are eIec'eu, S;,n'
and qualified. The addresses of said direc-
tors and officers are set opposite their re-
sDective names: Leon f. Schwartz, fresi-
dent. address: 62l5 St. Charles Ave- y; ",
La; Samuel Schwartz, ist wee fIeSiHgns ,
7635 St. Charles Ave, n. O., La; Edgar
s g. schwartz, End Vice President; Lorraine
Apartments, n. O., La, Herbert J. Schwartz ri:
Secretary and Treasurer and Gen; Mgr, OILS
St. Chaies Ave, New Orleans, La
The Board OF Directors shaIi nave .He
right TO I'LL all vacancies occurring IN their
number, whether resulting from death' res
ignation or otherwise.
Article VII.-The annual meeting OF the
stockholders of this corporation LOT tne
election of directors shall be held on the
Third Monday of January of each year, COM
mencing with the Thid Monday of January,
1919 until which time the officers and direc-
tors named in this charter shall continue
in Office or until their successors nave DeeH
elected and qualified. The, election ioT sara
directors shall be by ballot, and the ma
iority in amount of common stock, voting,
whether in person or by proxy, snail eIeC'
the persons for whom they are cost. Each
share of stock voted upon, to be counted for
but one vote. Said stock snail not DC ehti-
tied to cumulative voting.
The Board of Directors shall give at least
fifteen days notice by mail of the election
of said directors, and shall appoint one or
more stockholders to preside at such cleo
ton. Any failure from any cause, whatso-
that purpose shall not dissolve this corpora
ton, but the directo's and officers then IN
office shall hold over until their successors
are chosen and qualified.
The Board of Directors shall have full
power and authority to fill vacancies in their
number, caused by death, resignation or
otherwise The said board is further au-
thorized to frame and adopt such bylaws,
rules and regulations as the affairs and bus
mess of the Company may require, and II
may deem necessary, for the conducting and
management thereof, provided the same does
not conflict with this charter and the laws
of the State of Louisiana, and those OF the
United States; to name and appoint mana
gers, fix their compensation and terms oil
employment, as well as name and appoint
agents and employees as in its discretion
may seem fit and proper, as well as to Tx
the salaries and terms of employment of the
OfnCerS, employees, clerks ana assistants.
The Board OF Directors is specially vested
with the power to acquire and purchase such
property or business, good will, all OF
these from individuals, firms, other cor
poations as said Board of Directors may
deem advisable and proper, and at such
price and on such terms they deem best,
and to pay therefor in the full paid common
or preferred capital stock of this corporation
or otherwise. This power to purchase and
acquire to be exercised by said Board with
nrf of IN he hal
holders for authorizations.
The Board of Directors is specially vested
with the power to lease, purchase, hold
acquire, mortgage, cucumber and sell, such
real estate as it may see ht and as it deems
necessary for the purpose and interest Of
this corporation, upon such terms and condi-
| tions and consideration and price as it may
see mt; and may exercise this power without
referring TO the shareholders for authorize
ton. The personal interest of either stock
| holders or directors, shall not disqualify then
| or either OF them, in any respect, from
dealing or contracting with the corporation
| in any such matters, things or otherwise.
Article VIII.-No stakeholder shall eve
be held liable responsible for the con
| tracts, faults, or debts, of this corporation
| nor shall any mere informality in its organ
| ization, have the effect of rendering thi:
charter null, or of exposing its shareholder,
to any liability beyond the unpaid balance
| due on the stock owned by them.
| Article lX.-The names and post-ofice ad
| dresses of the subscribers to these articles
| of incorporation and the number off shares
of stock subscribed by each, are as fol
| lows:
| Leon E. Schwartz, 62l5 St. Chas. Ave, 200
preferred shares; Leon E. Schwartz, 62ls St
Chas. Ave-, 1900 shares common; Samue
Schwartz, 7635 St. Chas. Ave, 1900 share
| preferred; Samuel Schwartz, 1855 ST. Charlie
Ave, 5000 shares Common; Herbert J
Schwartz, 62l5 St. Charles Ave, 900 Common
shares; Edgar S. Schwartz, 5000 St. Chas
Ave, 100 Common shares.
| Article X.-All stockholders meetings, 70
| the election of Directors as above stated
| shall be held after fifteen days written no
| tice mailed to each stakeholder. Other stock
| holders meetings may be held when orderet
| by the Board of Directors, Or when requested
by at least twenty-five per cent OF the out
| standing common stock Notice of all stock
holders meetings, other than adjourned meet
| ings shall be given in the manner prescribed
| for stockholders meetings for the election o
| directors, unless such notice is waived b!
/ unanimous consent.
| Article XI.-This charter may be amended
| altered or changed, at a special meeting o
| the common stockholders called for that pur
pose-notice of which is to be given ii
| ACCORDANCE with the provisions of this char
| ter,-by the vote of two-thirds Of all the com
| mon stock
\ Article XII.-Whereas, the subscriptions o
| Leon E. Schwartz, Samuel Schwartz and Her
bert J. Schwartz TO the Capital Stock of thi
| corporation consist in property to be trans
| ferred to this corporation, to-wit: Their in
| terest in and to certain merchandise, opei
| accounts and other assets belonging to SAT-
| firm, in accordance with the provisions o
| Section of Act 267 of the Louisiana Leg
islature for the year 1914, there is now an