The herald., 1918-07-18
CHARTERS
CHARTER.
OF SHERMAN BROS. & CO., INC.

orr Ind lgls, and Of the United States o
America the One Hundred and forty second
Before me, Meyer Samuel Drelius, NO
tary Public, duly sworn, comm ssloned AM
qualified, in and Tor the Parish and Stat
aforesaid; and in the presence OF the WI
ncsses hereinafter named and undersigned
Personally came and appeared the pc.
sons whose names are hereto subscribed a
such, of the full age Of majority, residing Al
the Parish of Orleans, who declared - me
that ayaiing themselves Of the laws Of TIM
State relative TO the organization OF corpo
rations, and more particularly Of Act -o/ o
the Acts OF the General Assembly OF N
State Of Louisiana Tor the year l9I4, paS'
255, and Act 232 Of 1910, page 5S3, they have
covcnanted and agreed, and by these pres
ents do covenant and agree tor themselves
and their successors and assigns 70 Torn
themselves into corporation ana body poi
tic for the objects and purposes and unde
the stiPulations hereinafter set iorth' TO
wit:
ARTICLE 1.-The name and title OF this
corporation shall be Sherman Bros. Co.
Inc" and under such title II shall have
and enjoy succession and existence Tor
period Of ninety nine years from date here
Of; il shall have power and authority to
contract. sue and be sued, make and use
corporate seal, the same 70 break or after
at pleasure; to hold, sell, lease, mortgage,
hypOtheCatc pledge property real, personal
or mixed necessary incidental or proper for
the carrying on OF ITS business, ana 10
name, elect and appoint managers director
and clerks or other employees 10 properly
conduct its corporate business and 10 make
such by laws, rules and regulations, as may
be found necessary or desirable Tor the man
agement of tins corporation, and generally
TO do every other act, matter Or tling nee
cssdry for the complete and proper carry
ing on Of said business.
ARTICLE 1.-THE dOmicile Of this cor
pOration shall be in the City OF New o.
leans, Parish Of Orleans, State OF Louis
lana, where all citation and other legal pro-
cess shall be served upon the Pres dent, or
in the absence Of the President upon the
Nice-PTcsIdcut or, IN the absence OF both,
upon the Secretary Treasurer.
ARTICLE III.-The objects and purposes
of this corporation shall be TO conduct q
business of buying aud selling scrap iron,
junk, new and second hand machinery, and
steel rails, and any other articles Of COM
merce, at wholesale and retail, and 70 do
any and all acts necessary or incidental To
the carrying on and conducting OF the
aforesaid objects and purposes; and TO en-
gage in the business Of buying and selling
steel and other metals and machinery; 10
engage in the reducing, refining and melting
of such materials, and to do any and all
things necessary or incident to the above
ARTICLE IV.-The capital stock OF this
corporation shall be Ten Thousand Dollars
100000, divided into 100 shares Of the
par value OF $1,000 per share, and th.S cor
poraton shall become a going concern when
fifty (5O shares OF its said capital stock
shall have been subscribed and paid for IN
cash, or its equivalent.
No stakeholder shall ever be held liable
for the faults, contracts or debts of this cor
poration on the shares of stock subscribed
for by him, shall any mere infOrmalIty
in organization have the effect Of rendering
this charter NULL or of exposing any share
holder to any liability whatsoever.
ARTICLE V.-All the corporate powers o.
this corporation shall be vested in and ex
ercised by a Board OF Directors to be com
posed of three stockholders, majority Of
whom shall constitute quorum The oil
= ficers Of this corporation shall consist OF
President, Vice-Presdent and Secretary
Treasurer, all of whom shall be members OF
the board Of directors, to-wit:
Abraham sherman, President, 1885 Baronnt
Street.
Jacob Sherman, Secretary Treasurer, lS3!
And these directors and officers shall hold
their said office until the 10th day OF June
1919, or until their successors shall have
been duly elected and qualified.
Thereafter the directors shall be elected
annually on the 10th day Of juno OF eacl
wear. beginning with the year 1919. AL
elections of directors shall be by ballot and
each stakeholder shall be entitled to one vote
for each share of stock standing IN his name
on the books OF the corporation, this vote
20 be cast in person or by proxy, and 4
shall require a majority of the stock present
or represented to elect.
ARTICLE VI.-The board Of director:
shall meet and adopt bylaws, rules anc
regulations governing the management OF me
corporation as the directors may see fit.
ARTICLE VII.-The several stockholders
agree not to sell, transfer, donate or other
wise dispose of any OF the share, or shares
of stock held by them without offering TIT
said stock to the corporation, which shai
have the right within ten days from dai'
Of receipt Of said notice by the President
10 purchase the said stock offered for sale
in whole or in part, at price to De agree
,,pon between the said corporation and tn
said shareholder, provided that the san
price shall not exceed the maximum Vaiu
OF said stock so offered for sale, which yalu
shall be determined 10 be the value OF tn
said stock as it appears on the books OF IN
said corporation as of that date. Alter suc
time should the corporation decline to pur
chase said stocks, the shareholder shall nav
the right Of option to offer said stock 10
sale to any other person or persons, firms 0
ARTICLE VIII.-This charter may b
modified, or altered, the capital stock there
of increased or decreased, or the corporation
NAV be dissolved with the assent OF two
thirds of the capital stock present or rep
resented at any meeting Of the stockholder
held for that purpose, after prior notice II
writing to each stockholder mailed to hin
at his last known post office address, o
in accordance with the terms OF Act 70
of 1914
ARTICLE IX.-At the expiration of th
corporation for any cause. its affairs shall
be lquidated by one or more liquidators t
be elected by the stockholders, all OF whom
shall hold stock in said company and thu
said commissioners are hereby vested witt
full power and authority to liquidate the at
fairs of said company in accordance with th'
terms of Section q Of Act of 1914
ARTICLE X-The appearers hereby de
clare that they have subscribed 10 the fol
lowing number of shares In the proportion
set opposite their names, and their sigma
lures hereto shall constitute their original
subscription to the capital stock Of said cor
poration the proportion set opposite theii
names.
Abraham Sherman, 10 shares.
Jacob Sherman, IS shares.
Maurice Sherman, ? shares.
Thus done and Passed in my office in tht
City Of New Orleans on the 9Th day Of June
1918, in the presence Of Herbert w. Kaiser
and Marguerite G. Stein, competent witnesse:
who have signed these presents, together
with said aPPearers and me, Notary, after
due reading Of the whole
Witnesses: IL. w. Kaiser NJ C. Stein.
A. Sherman. Is shares; NJ Sherman, by
A. Sherman, ? shares; J. Sherman. IS shares
MEYER s. DREIFUS.
Notary Public.
1, the undersigned Recorder of Mortgages
In and for the Parish of Orleans, State OF
Louisiana, do hereby certify that the above
and foregoing Act of Incorporation Of the
Sherman Bros. & Co., Inc, was this day
duly registered in my office in Book l222
Folio -
New Orleans, June =, 1918
Signed EMILE J. LEONARD, D. R
L hereby certify that the above and fore.