The herald., 1918-12-05
CHARTER.

organization Of corporations, they have con
| tracted and agreed, and DO by these pres
ents contract and agree and bind and OBJ
ligate themselves. as we'll as all such per
sons as may become associated with them, e
form themselves into and constitute a cor
poration and body polite in law, for the OBJ
jects and purposes and under the conditions
and stipulations of the articles following, to-
wit:
ARTICLE 1.-The name and title of said
corporation shall me Rosenberg Realty Com.
pany, Inc. and under its said corporate name
il shall have power and authority and enjoy
succession for the full term and period OF
ninety nine years from and after the date
hereof; to contract, sue and be sued, TO &C.
cept and receive mortgages, pledges or other
hyPothecatiOns, TO make and use a corporate
seal, and the same to break and alter at
pleasure, 10 purchase, receive, lease, hold or
otherwise acquire, and convey, as well as
mortgage and hypothecate under its corpO-
rate name property both real and personal
and mixed, 10 name and appoint such manag-
ers and directors, officers and agents as the
interests and conveniences of said corporation
may require, to make and establish. as well
as alter and amend at pleasure such by
laws. rules and regulations for the proper
management of the affairs of said corporation
as may be necessary and proper.
ARTICLE 1.-THE domicile OF said corpo-
ration shall be New Orleans, Parish of Or
leans, State of Louisiana, and all citations
or other legal process shall be served upon
the president of said corporation, or in case
OF his absence, upon the vice-president, or
in the absence of both of these officers, upon
the secretary of the corporation
ARTICLE 11I.-The objects and purposes
for which this corporation is organized, and
the nature OF the business 10 be carried on
by 1t, are hereby declared to be: TO buy,
sell, or otherwise acquire and ALLEVIATE real
estate and lands in the State of louisa
or elsewhere, to lease and release said real
estate and lands IN a
cate the same, 10 subdivide same into build.
ing lots and TO build upon and otherwise i'm
prove same, and to do a general real estate
and land business; to exchange its entire
capital stock, or any part thereof, for prop
erty which il is authorized to acquire or IA
exchange its assets and business, in whole
or IN part, for money or stocks or bonds or
obligations of other companies, and TO do
any and all such acts and things as may or
sha, be necessary and proper to carry out
said objects and purposes.
ARTICLE lV.-The capital stock of said
corporation is hereby fixed at One Hun.
dred and Twenty-Five Thousand Six Hun.
dred Sl2l 5000 Dollars, divided into or
represented by twelve hundred and sixteen
Gl1lo) shares OF the par value of $1,000 each.
The whole of said stock, or any part thereof,
may be issued or delivered to any person,
firm or corporation for the requirement of
the rights, privileges, franchises, property,
servItudes, or any part thereof, owned and
IN.
also IN payment, settlement and adjustme nj
OF the costs, fees, charges expenses and
commissions incurred for services rendered in
the formation and organization of this cor
Poration, and in acquiring and bringing about
the purchase of the property rights and
franchises aforesaid, also for cash or in
installments of such amounts as the Board
OF Directors may determine, also for mer-
chandise received for services actually
rendered to this company. The Board of Di-
hara vnafN
thorized to dispose of the stock or any part
thereof for any and all of the purposes above
stated, as IN its judgment may seem fair and
proper. Said capital stock may be in
creased to Two Hundred Thousand $780,
00.O0) Dollars.
ARTICLE V.-All powers of this CORPORA.
ton shall be vested in and exercised by
board OF not more than five, and not less
than three directors, each of whom shall
mold IN his own name the books of the
stock. The board shall elect from their num-
Der a president, vice-presdent, a secre-
tary, and treasurer, and such other officers
as they may think proper or convenient for
the carrying on of the company's business
and shall have power to unite two or more
offices, and the same to confer ,pon one per.
son, or to dispense with any office in its
discretion, and TO fix the salaries of all of
ticers, agents and employees The board of
directors shall be elected annually on the
hpiiudg OTODer oil each wear. the
fIrst election to be held in the wear 1919
All such elections shall be by ballot at the
Office OF the corporation. Notice of annual
meetings, as we'll as special meetings of
stockholders, shall be given by written no.
tice mailed fifteen days in advance of the
Date OF such meeting to each stakeholder ap-
pearng as such on the books of the com
pany at his last designated address. or at
the General Delivery at New Orleans. Lon
iEsiana' II ne has not designated an address
Each shareholder shall be entitled TO one
vote Tor each share Of stock standing in his
name on the books of the company, said vote
TO be cast in person or by proxy and
majority OF the votes cast shall elect. The
board OF directors shall have power to fill
al vacancies which may occur, or in any
manner arse or be created, by the board
OF directors, even though no quorum remain
at the time such vacancy or vacancies are
TO be tlled. Failure to elect directors on
the day above specified shall not dissolve
the corporation, but the directors then in
office shall remain in office until their sue
cessors are elected. The board Of d;rectors
snail have power to make and establish. as
wei as alter and amend all bylaws rules
and regulations necessary and proper for the
support and management of the affairs and
business OF the corporation and not incon-
sistent with its charter. The board shall
nave power. without referring to the stock
noiders, 10 borrow money, execute mortgages
issue notes, pledges, bonds or other obliea,
iohs IN slch amounts and on such terms as
IN their judgment may be advantageous. and
generally to do all things reasonably neces-
'ary tor the proper carrying on of the bust
ness OF the corporation, and they are spec
ally authorized to deliver full paid shares
d stock and bonds, or other obligations. TO
the company in payment of property &C.
luired by said corporation at such fair yaIu-
ftion as in their judgment may be proper
A majority of the directors shall constitute
: quorum for the transaction of business
! ne board OF directors shall have the power
by vote OF not less than two thirds Of all
directors to sell all or any part of the
property movable and immoveable belong
Ing 10 the corporation, or TO receive in ex-
;hange therefor money or stocks or bonds
,r other obligations of another Individual.
irm or corporation of any character without
,eferrfng to the shareholders for power to
10 So AT any meeting of the board of d.
'ectors, any director absent from the meeting
nay be represented by any other director
who may cast the vote of said absent direc-
or, according TO general or special written
Instructions of said absent director Until
ne annual meeting of 1919, the board of di
-ectors shall consist of Abraham Rosenb.rg
post office address us Decatur ST., New Or
cans, Louisiana; J. Blanc Monroe, post of.
nee address 1924 Louisiana Ave, New Or
cans, Iouisiana, and Charles Rosen. most
office address II Rosa Park, New Orleans
Louisiana: OF the foregoing, Abraham RIOS.
>nberg shall be president: Charles Rosen
Vice-president and ]. Blanc Monroe secretary
treasurer.
ARTICLE VI-This act of incorporat;on
may be changed modified or amended, or
his corporation may be dissolved in the
manner provided by law, by vote of two.
thirds of the entire outstanding capital stock
present or represented at general n,ee.;ro