The herald., 1918-06-13


(SeaD LAWRENCE n. JANIN,
Notary Public.
May 50. June 6,I3-20 p July I.
OF TOURTIER. INCORPORATED.
United States of America. State Of louisiana
Parish Of Orleans, City Of New Orleans.
Be II Known, That on this Twenty second
day Of the month Of May, in the year OF
our Lord, One Thousand Nine Hundred and
Eighteen, and Of the Independence OF the
United States OF America, the one hundred
and forty-second.
Before me, William J. Tormento, a Notary
Public duly commissioner and qualified, in
and for hte City OF New Orleans, Parish
OF Orleans, therein residing, and in the
presence OF the witnesses hereinafter named
and undersigned. personally came and ap-
peared the several parties whose names are
hereto subscribed, all Of the full age Of ma
iority and residents of this City, who sew
orally declared that availing themselves OF
the laws of the State Of Louisiana. and es-
pecially OF Act l67 of 1914, in such cases
made and provided, they have formed and
organized, and by these presents do form
and organize themselves into corporation
for the objects and purposes and under the
stipuations and agreements hereinafter set
forth and expressed, which they hereby ac-
cept and adopt as their charter, to-wit:
ARTICLE 1.-The name and title Of the
corporation hereby formed is declared to be:
"Tourter. Incorporated"
ARTICLE II-Its donicile shall be in the
City OF New ORLEANS, State OF louisiana,
where all stockholders and Directors meet
ngs must be held and where it must main
tain its plant and office and keep its books,
and shall have and enjoy succession Tor
period of ninety (99) years from the
date hereof.
ARTICLE III-Ar citation or other legal
process shall be served the President, and
in case OF his absence inability TO act,
or Treasurer.
ARTICLE IV-The objects and purposes
for which this corporation is organized and
the nature OF the business to be carried on
by it are declared to be:
To acquire by purchase or otherwise and
exploit the United States Letters Patent No.
LII, S9S granted to Paul A. Tourtier, for a
Stand for Bicycles and Other Vehicles"
dated January 9th, 1917, and any subsequent
improvements thereon, or extension thereof,
as well as any other patents, improvements
or extensions it may see fit TO acquire; to
! carry on the business OIL manufacturing, it
| self or through others, all patents acquired
| by it; to grant licenses for the use of said
patents; to acquire by purchase or otherwise
| real, personal or mixed property, and to sell,
| lease, mortgage or otherwise dispose OF same ;
| to execute and enter into all contracts and
| generally do and perform any and all things
necessary and incidental to the objects and
business for which this Company is orga-
| nized.
ARTICLE V-The capital stock of this cor
poration is hereby fixed az the sum Of
| Thirty Thousand Dollars (S50O0.0O, divided
| into three hundred 900 shares of the par
value of One Hundred Dollars (Sl0000 each,
| of which amount Fifteen Thousand Dollars
| (Sl5,OOOCO), or one-half of the capital stock
has been subscribed for which stock may
me issued full paid and worcestershire for
cash, or for property transferred for value, or
services actually rendered, to said corpora
ton. Said capital stock may be increased
TO Two Hundred Thousand Dollars $780,,
10000. Before any stockholders shall offer
his stock to any outsider for sale. he shall
| first offer same to the Companys stock
holders, through its President, at a price not
exceeding what he is willing to accept from
an outsider.
ARTICLE VI-All the corporate powers of
this cororaption shall be vested in and ex
ercised by a Board Of Directors, consisting
of not less than five (0 more than nine
! ~ stockholders, a majority of whom shall
constitute a quorum for the transaction OF all
business. The first Board of Directors shall
be composed of the followsing stockholders
Ephriam Rosenberg, 1927 St Charles Avenue.
| New Orleans, La; VIM. p Conery, 524l
C:nrollton Avenue, New Orleans, La; Paul
A. Tourtier, 1917 Coliseum Street. New Or
| leans La; r. b. Hans, 1918 St. Charles Ave
nue., New Orleans, La; and DIR. Howell f.
Moore, SIS Medical Building New Orleans,
Id, who shall hold their office until the
third Wednesday in May, 1919, or until their
successors have been duly appointed and
qualified.
The first officers of this corporation shalt
be, Ephriam Rosenberg, President; VIM p.
Conery First Vice-President; Paul A. Tour
tier. Second ice-President, and B. B. Hans,
Secretary Treasurer who shall hold their of-
flee until the third Wednesday in May,
! 1919, or until their successors have been duly
appointed and qualified.
In case of the resignation or death OF any
of the Directors during their term of office,
| the said remaining Directors shall appoint
and fill all vacancies and said Board may
separate the offices OF Secretary and Teas
| urer.
On the third Wednesday in May, 1919, un-
| less said day be dies non, then in such
case, on the first succeeding judicial day
| and annually thereafter, an election for Di-
rectors shall be held at the offices of the
corporation under the supervision of three 60
| commi ssioners Notice for annual meetings
and for stockholders meetinsg shall be given
| by the Secretary, TO each stockholder, either
| in person or by depositing a written notice
| in the Post Office properly addressed to him,
at least fifteen Q0 days before said meet
| ing
All stockholders shalt vote, at all stock
| holders meetings, by ballot, and majority
OF the stock present shall govern on all
questions Each share Of stock shall be en-
| titled TO one Cd vote, either in person or
| ARTICLE VII-This act of Incorporation
may be changed, modified, or amended, or
this Company may be dissolved with the
| assent by vote of two-thirds of the capital
stock issued at a meeting of the stockholders.
| convened for that purpose, after 30 days prior
written notice of such meeting shall have
| been mailed to the last address of each stock.
holder by the Secretary of the Company,
and should at any such meeting it be de-
cided to dissolve the corporation either by
| limitation Of its charter or for any other
cause, its affairs shall be liquidated by
three 90 commissioners TO be selected from
| among the stockholders. Said commission
ers shall remain in office until the affairs
| OF the corporation shall have been liquidated
In case of the death Of any Of said commits
sioners, he survivor or survivors shall con-
| tinue 10 att.
| ARTICLE VIII-No stockholders Of this
corporation shall ever be held liable for the
contracts of faults thereof, in any further
sum than the unpaid balance due to the
| corporation on the shares Of stock owned by
him, nor shall any mere informality in orga-
| n:zaiicn have the effect Of rendering this
| Charter null or exposing stockroder to any
liability beyond the unpaid amount Of his
'' article 1x-rb. subscriber, to III. c,Di