The herald. [volume] (New Orleans, La.) 1905-1953, 1918-02-28
CHARTER
OF "THOS. J. KELLY AND COMPANY,
INCORPORATED"

INCORPORATED"
State. Of Louisiana, Parish of Orleans, City
Of New Orleans.
BE it known. That on this 23rd day of
the month OF January in the year OF our
Lord, one thousand nine hundred and
eighteen, before me, Francis ?. Burns,
notary public in and for the Parish OF Or
leans, State OF Louisiana. duly commits stoned
and qualified, and in the presence OF the
undersigned witnesses: Personally came and
appeared:
The several persons whose names are here
after subscribed, of the full age OF major
ity, who declared to me, that avaiing them
selves OF the laws OF this State relative to
the organization OF corporations, and more
especially Of Act POI OF the Acts OF 1919,
page 52l, of the Legislative Acts OF this
State. they have covenanted and agreed, and
by these presents do covenant and agree for
themselves and their successors and assigns
10 FORM themselves into corporation and
body polite for the objects and purposes
and under. the stipulations hereinafter set
forth. to-wit:
poration shall be "Thos. ]. Kelly and Com
pany, incorporated" and under such title
it shah have and enjoy succession for a
period Of ninety-nine (99) years from date
hereof and shall have power and authority
to contract, and be sued, make and use
a corporate seal, the same TO break and
alter at pleasure; TO hold. sell, lease, mort
gage, hypothecate. or pledge property, real,
Y.
proper for the carrying on of its business;
TO buy and hold stock in any other COM
pany or companies that may assist this COM
pany in its objects and purposes; TO make
and issue notes and certificates of indebted
ness; to name, elect and appoint managers,
directors and clerks or other employees to
/ properly conduct its corporate business and
/ to make such bylaws, rules and regula-
/ tions may be found necessary or desir-
able for the management and business af-
/ fairs OF this corporation, and generally TO
| do every other act, matter or thing necessary
for the complete and proper carrying cut of
Article 1.-The domicile of this corporation
| shall be in the City OF New Orleans, Parish
| of Orleans. State of Louisiana, where all
citation and other legal process shall be
served upon the president, or in the alb
/ sence of the president, upon either of the
( vce-presidents in the absence of both
upon the secretary.
/ Article 3.-The objects and purposes of this
corporation are hereby declared and stated
TO be:
/ To buy, sell. import. export, prepare and
deal and trade in foreign and domestic
cheese, butter, Western dairy products. eggs
sausage, bacon and other cured and uncured
meats, table delicacies and any other COM
modities foods, goods or things, and 10 do
generally a wholesale grocers and provisions
/ merchants business.
Article 4-(a) The capital stock of this
corporation is hereby fixed at the sum of
One hundred thousand (Sl0,OOOOO dollars.
divided into one thousand 1000 shares Of
the par value of One hundred $4,000 dol
lars each, provided that the amount TO which
the capital stock of this corporation may be
increased shall be Two hundred and fifty
thousand (S25O.OOOOO dollars.
Fifty per cent. (50fo) of the capital stock
before the filing of the articles of incor-
poration. The subscribed capital stock of
this corporation shall be payable in cash
and in property. real or personal.
(h0 No stockhnljer shall he hold
liable or responsible for the faults, con-
tracts or debts of this corporation in any
further sum than the unpaid balance due
the corporation on the shares of stock sub
irfOmality in the organization have the
effect of rendering this charter null of
exposing any shareholder to any liability
whatsoever.
(cl This corporation shall not engage in
business until Seventy-three thousand (53,-
O0OOO dollars of the capital stock shall have
been issued and actually paid in. either in
cash or property, as aforesaid: If any Of
in whole or in part. for property, in that
event the provisions of Section three of Act
267 of 1914 shall be strictly complied with.
Article 5-All the corporate powers of this
corporation shall be vested in and exercised
by Board of Directors composed of FIVE (5l
stockholders. each of whom shall own. in
his own right. during his term of Office,
at least one full-paid and unpledged share
by his written declaration. Three CD direc-
tors shall constitute quorum for the trans
action of business. Said Board of Directors
shall be elected annually on the second
Monday in January. beginning with the year
1919. They, together with the officers elected
by them, shall continue in office for one
year, or until their successors shall have
been elected and indicted into Office.
The election of directors shall be held in
the Office Of the corporation. under the SUI
pervision of two commissioners appointed by
the Board Of Directors. Fifteen days pre-
vious notice of such election shall be given
letter. deposited in the post Office properly
addressed to each stakeholder, as prescribed
by law. All elections shall be by ballot.
A majority of the votes cast shall elect and
represented by the holder in person Or by
written proxy. Any vacancy occurring in
said board from any cause shall be filled
for the unexpired term BY the remaining
! directors. The Board of Directors shall at
| their hrst meeting each year, elect from
their number a president. a first vice-presi-
| dent, a second vice-president, a treasurer,
and secretary, or the same person may be
elected both secretary and treasurer, or vice
president and secretary or treasurer.
Article 6.-The first board of directors shall
consist of Thos. J. Kelly. 400 Tchoupitoulas
ST.. New Orleans, Louisiana. Geo. c. KEEL
| leher. 2l22 Cambronne ST.. New Orleans.
Louisiana. Geo. F. Ross, 400 Tchoupitoulas
/ ct.s view OIlcdHs, LOulsldud EuWd1u bTOu,
400 Tchoupitoulas ST.. New Orleans. Louisi-
ana. f. D. Segrave, 400 Tchoupitoulas ST..
New Orleans, Louisiana, with the said
Thos: J. Kelly, as president. Geo. c. Kelleher
as first vice-president and treasurer. Geo.
F. Ross, second vice-president and Edward
Brou as secretary. and these directors and
officers shall serve until the second Monday
| in January. 1919, or until their successors
are elected and indicted into Office, pro-
vided the secretary shall hold his Office
during the pleasure Of the Board of Directors.
Article This charter may be modified.
changed. altered or amended the capital
stock thereof decreased or increased, or this
corporation may he dissolved with the as
sent of two thirds of all its stock. after
prior notice in writing to each stockholder,
or mailed TO him at his last known post
Office address in manner and form as pre-
scribed by law.
Article Sat the expiration of this char
ter, or earlier dissolution OF this corporation;
for any cause, its affairs shall be liquidated