The herald. [volume] (New Orleans, La.) 1905-1953, 1918-08-22
CHARTER OF
MORAIS-HILLER JEwELRY COMPANY,


month OF August IN the year one thousand
nine hundred and eighteen OBS,
Before me, Wyune 6. Rogers, 4 notar,
public, duly commissioned and qualified IL
and for the Parish OF Orleans, and in the
presence Of the witnesses hereinafter named
personally came and appeared the several
persons hereinafter named and undersigned
all Of the full age of majority, who severally
declared that, avaIing themselves of the
laws Of the State Of Louisiana and partiCu
larly Of the provisions OF the Act No 26'
OF the General Assembly of 1914, relative e
the formation Of corporations, they have
coyenauted and agreed, and by these pres
cntS do covenant and agree for themselves
their successors and assigns, to form them
selves into corporation and body polite
for the objects and purposes and under the
stipulations following:
ARTICLE 1.-The name and title Of this
corporation shall be MoraIs-IIiller Jewelry
Company, Inc.
ARTICLE 1.-THE purposes and objects for
which this corporation Is organized, and the
nature OF the business to be carried on by
il are declared to be follows:
To conduct and carry the business OF
manufacturing. buying, selling, and dealing
in, watches, slverware, Jewelry, curloSlties
articles of veTtu, precious stones, gold and
silver plate, plated articles, clocks, chro-
meters, optical and scientific instruments
and appliances of every description, and all
such articles of merchandise as are sold in
the jewclry business, and commission
agents and general merchants
To acquire the property, rights, franchise
good will, and assets of every kind, OF any
person, firm, corporation or association, either
wholly or partly, and to pay for the same IN
cash, or in stock of the Company, or other
wise, as may be permitted by the laws of
this State and especially to take over as
a going concern the business now carried
on in this City by Adrian Morals.
ARTICLE III.-Thc capital stock Of this
corporation shall be Fifty Thousand Dollars
'S50,O0O0), divided into five hundred $500
shares Of One Hundred, Dollars CSlOOOOl each,
10 be paid for in cash, or IN property, us
equivalent. and if not in cash. then the
Board of Directors of the Company shall
determine the value of such equivalent OF.
fered.
The Corporation by a vote of the majority
of the entire Board of Directors may au-
thorize an increase of the capital stock up
to a total of one hundred thousand dollars
(Sl0O.0O0OO).
This Company shall be a going concern,
and shall have the right to carry on business
as soon as thirty-five thousand dollars
($3S,0OOOO) of its capital stock shall have
been subscribed for
All sales ana other transfers of any of
the stock of this Corporation shall be void
unless said stock shall have been previously
offered to the then existing stockholders
through the Board of Directors at a stipu-
lated price, and if the Board, for said stock
holders, does not fit to purchase said
stock, then it shall not be sold at less
price, or upon more favorable terms, without
price and upon said terms.
In case of sale or transfer of stock, or the
issue of increased capital stock, the then
holders Of stock Of the Company shall have
the right to purchase said stock in the ratio
of their holdings of stock of the Company.
This provision shall be written, printed or
stamped on each certificate of stock.
ARTICLE IV-The domicile of the Cor
poration shall be the City of New Orleans,
State of Louisiana, where all citation or other
legal process shall be served on the Treas
urer or. in his absence, on the President.
ARTICLE V-This Corporation shall have
and enjoy succession and duration for the
period of ninety-nine C9O years from the date
hereof.
ARTICLE vI-An the corporate powers
OF this Corporation shall be vested in and
exercised by Board Of Directors which shall
be composed of not less than three 81 di-
-rectors. nor more than five (S), Of whom the
majority shall constitute quorum TOR the
transaction OF business.
The following named persons shall con-
stitute the first Board of Directors, to-wit:
Adrian ]. Morals, Alphonse B. Hitler, Der
l. Hitler They shall hold office until the
second Monday in January, 1920, or until
their successors are elected and qualified
Thereafter the Board of Directors shall be
composed of stock holders who shall be elect
ed annually by the stockholders at meet
ing on the second Monday in January, 1920,
and annually thereafter, on the second Mon
day of each year. III the second Monday
IN January ne leRai nOlludy. tue HcSllnS
shall be held the next business day. AT
all meetings of the stockholders the voting
shall be by ballot.
The Board of Directors shall employ and
dismiss, such clerks, managers, and other
employees as the interest and business of
the. Company may justify. and they may
delegate this power to the President and
Treasurer. Any of the Directors may, by
written instrument, appoint another director
TO act as his proxy. at any and all meetings
of the Board of Directors
Any of the Officers or employees of this
Corporation may be removed at any time by
a vote OF a majority of the whole Board.
ARTICLE VII-The Officers Of this Cor.
poration shall he a President. a Vice Presi-
dent, a Treasurer, and Secretary, each Of
whom. with the exception of the Secretary
rotary and Treasurer may be held by one
and the same person. The officers shall be
chosen by the Board of Directors. Until
the second Monday in January, 1920. the fol- |
lowing persons shall be the officers of the |
Company. viz:
Adrian J. Morals. President
Samson l.. Hitler. Vice President
Alphonse r. Hitler. Secretary and
ARTICLE vIIL-No notes or other nego.
table instruments and no orders for the paw
ment OF money, and no contracts shall be
valid unless the same shall he authorized |
by the signatures of two Officers of the |
Company
ARTICLE IX.-No stockholder shall ever
DC neld naOlc or responsible Tor the /
tract or faults of this Corporation in any
further sum than any unpaid balance due |
on the shares Of stock owned by him: nor
shall any informality in organization have
the effect of rendering this Charter null or
OF exposing a stakeholder to any liability |
beyond anv amount due on his stock
ARTICLE N.-This Charter may be al |
tered or amended, in any manner including |
the increase decrease Of its capital stock |
and the affairs of the Corporation wound up |
and the Corporation itself dissolved in the |
manner and on complying with the existing
laws
The ineorporators hereof have placed oppo-
site their respective signatures. the number /
Of shares of the capital stock for which each
have subscribed, which is to be taken and /
considered as the original subscription list
Of this Corporation, and to be recorded as
such.
Thus done and passed. at nv office at the
City of New Orleans, on the day. month and
year first above written. in the presence of
George Verret. Jr, and Stephen A. Mascara.
witnesses Of lawful age, residing in this
,ity, who, together with said appearers and
ne, Notary, have signed their Names after
iue reading Of the whole.
Witnesses: Geo. Verret, Jr., Stephen A.
Mascara.
wYNNE C. ROGERS.
New Orleans. La, Aug. 5, 1918 h
1, the undersigned. Recorder Of Mortgages,
n and for the parish of Orleans, State of
,ouisiana, do hereby certify that the Act
{ Incorporation, of the Morais-Hiller Jewelry
'ompany. Inc, was this day duly recorded
a my office. in Book 1922, Folio - lC
EMILE J. LEONARD, by. r. ID