The herald., 1918-05-30
CHARTER OF
ENU ND INC


nine hundred and eighteen, before me,
William Waller Young, a Notary Public,
in and for the Parish of Orleans, State
of Louisiana, duly commissioned and
qualified and in the presence of the wit
neSSes hereinafter named and underSign-
ed, personally came and appeared:
The several persons whose names are
hereuntO subscribed all above the full
age of mapOrity, who scverally declared
that, availing themselves of the laws of
the state of Louisiana, and especially the
laws relative to the organization of cor
poratiOns, they have cOyenanted and
agreed to bind, form and constitute them
selves, as well as all such other persons
as may hereafter join or become asSociat-
polite in law, for the objects and pur-
poses and under the articles, agreements
and stipulatiOns following, to-wit:
Article 1.-The name, style and title of
this corporation shall be Gallup, Inc.
and under that name, it shall have and
enjoy all the rights, advantages and priv
ileges granted by law to corporations, and
shall exist for the full term and period
of ninety nine years, from this day. IL
shall have power to contract, sue and be
sued; to make and use a corporate seal,
and the same to alter and break at pleas
ure: to hold, receive, lease, purchase, sell
and convey, as well as mortgage, hypOthe-
cate and pledge property, real, personal
and mixed, corporal and incorporeal; to
name and appoint such managers, direc-
tors, officers agents and other employees
as its interests and convenience may re-
quire, and to make and establish as well
as alter and amend, from time to time,
such bylaws, rules and regulations as
may be necessary and expedient for the
proper management and government of
the affairs of said corporation.
Article 1.-THE domicile of this cOrpor-
alton is hereby fixed in the City of New
Orleans, State of Louisiana, and all cita-
tions or other legal process shall be serv-
ed upon the president of said corporation,
or. in his absence, upon It's secretary and
treasurer.
Article III.-The objects and purposes
of this corporation and the nature of the
business to be carried on by it are here
by declared to be to carry on the bust
ness of decorative work, consisting of de-
signing and constructing interiors, decor
ating and furnishing houses, halls or
rooms; the making, using and selling in
| the said business any kind of glass, and
| the buying and selling on commission or
otherwise, exporting or importing, all
manner and kinds of artistic objects for
use or OrnamentatiOn, or any property
| used in the decoration or furnishing of
buildings of any kind or nature.
To canduct and carry on general house
decorating and house decorative supply
| business; and in relation Herewith to
| buy. sell and deal in wall paper, carpets,
rugs, floor coverings, window shades and
shading, draPeries, curtains and other
frames, mouldings, art goods and other
furnishings, paints, leads, zines, colors,
varnishes, oils, japans, filters and stains,
|
| chandise incident to such business and
| appurtenant thereto; with the right and
| power to do any and all things neces-
sary or connected with or in any manner
| incidental or complementary to the OBJ
| jects and purposes herein set forth.
| Article 1V.-The capital stock of this
corporation is hereby fixed at the sum of
| twenty five thousand dollars ($25,0O0.O0)
to be divided into and represented by two
HUNDRED and fifty (250) shares in the sum
of one hundred dollars 100000 each,
said stock shall be paid for in cash at
such times and in such manner as the
board of directors may determine. All
shares of stock of this corporation shall
| be full paid and non assesSable. No trans
fer of stock shall be binding upon the
corporation unless made upon It's books,
and all certificates of stock shall be sign
ed by such officers may be designated
by the board of directors. The capital
stock of this corporation may be increased
to the sum of fifty Thousand dollars ESQ.,
OO0.00).
Article VAN the corporate powers of
said corporation shall be exercised by a
stockholders, a majority of whom shall
constitute quorum for the transaction
of business. The board of directors shall
elect annually from their number pres
ident, vice-president, and a secretary
and treasurer. The first board of direc-
tors shall consist of three stockholders
and shall be composed of Walter Brown
Keiffer. George n. Gallup, and Marcus Il.
| BufOrd; and ii shall select from its num-
Der president, vice-president, and a
secretary and treasurer, who shall serve
until the third Wednesday IN July, 1919
The post office addresses of said direc-
tors are as follows: Walter Brown Keif-
fer, Is Rosa Park, New Orleans, La.
George y. Gallup, Ill Hotel De Soto, New
st. Charles Ave, New Orleans, La.
These directors shall serve until the
third Wednesday of July, 1919, or until
their successors have been duly elected
and qualified. The annual meeting OF
stockholders for the election of directors
shall be held on the third Wednesday OF
July Of each year, unless said day be 2
day thereafter. Any vacancy occurring
among the directors by death, resignation
or otherwise shall be filled by election fol-
the unexpired term by the remaining di-
rectors. Each subscriber hereto sets af-
ter his name his post-office address and q
| statement of the number of shares of stock
which he agrees to take in the corpora
ton. At all elections, every stakeholder
shall be entitled to one vote for each
share of stock standing in his name or
the books of the corporation, to be cast
in person or by his written proxy. A ma
jOrity of the votes cast shall elect.
Article Win the event of the liquida'
tion or dissolution of this corporation, the
stockholders shall elect three liquidators
from among their number at a meeting
| (l5) days written notice sent to eact
stakeholder by mail to his last known ad
dress SAID nquidat0rS shall have the au
thority TO wind up the business and af'
fairs of this corporation. In case of tn,
death of liquidator. the survivors shall
appoint a stakeholder as successor to him
Article VII.-This charter may be mod.
flied. changed or altered. or said corpor-
alton may be dissolved, with the assent OF
stockholders owning two-thirds of the en-.
tire capital stock, at general meeting
of the stockholders convened for such
purpose, after fifteen (15) days writer
notice shall have been given to each stock
holder mailed to him at his last known
address.
Article VIII.-No subscriber for stool
shall ever be held liable for the contracts
faults or debts Of said corporation in any
further sum than the unpaid balance. il
any, due the corporation on the stocl
for which he has subscribed; nor shall
any stakeholder ever be held liable fol
such contracts, faults or debts in any
further sum than the unpaid balance Il
any. on the stock owned by him; mol
shall any mere informality in organiza.
ton have the effect or rendering this
charter null, or rendering any subscriber
or stakeholder liable beyond the unpaid
amount, If any, remaining due on his
stock.
Article IX.-This corporation is organ
lied under the laws of the State of Louis
lana, and especially Act No. 267 Of 1914
and the subscribers hereto, for themselves
and said corporation, and for its officers