The herald., 1918-08-01
CHARTERS

civ of New Orleans, and stockholders %
II T. Gotham x Co.. Ltd, and As such stock
entire capital stock OF said Corporation is
sued and outstanding, VII, len lhDusa.'
Shares OF One Hundred Dollars each, amount
ing to One Million Dollars;
That a meeting Of the stockholders Of sa.I
Corporation was duly held at the Office Of
the same in New Orleans, July, l9iS.
That at said meeting the SAID s,pcN9o.dr'H
adopted amendment, 10 the charter -hcfe't'
making certain changes and alterations 30
That appearers have c0-,e before me, y
tarv, TO preserve and cm10dy IN due lcgl.
shape the said action OF the stockE'.deI,, -
viii appear from ccruted copy OF iAr Ne,l-
buttons adopted at said meeting annexed 70
That said corporation was created ,rndar
the laws oi Louisiana by act before Bc1la-
Parish of Orleans August II, ls22 recorded
in the Mortgage Once OF SAID PARISH d"
Book 40, Folio $50.
And said appelrcrs accordingly declare tla,
they have appeared before me- Notary d"ae'
the authorization aforesaid Tor the purpose
OF cmbodying in proper and authentic shape
the action OF said meeting Of the stockho'd
ers Of II. T. Gotham K Co, Ltd,
Thereupon, said appearers say ana declare
that at the meeting OF the stockholders at'rc
sid the charter Of II. 7. Gotham Co, Ltd.
was changed. altered, amended and moi!-
fled 50 as to read as hereinafter set out.
That Article | is amended TO read as FOL
lows:
ARTICLE 1.-The name and title Of this
C0rp5ration shall be H. I. Gotham X CO .
Inc. and under its corporate name Il snail
have and enjoy existence and succession Tor
the term OF one hundred years Irom this
date, and all the rights, advantages and prlvl-
leges granted by law 10 corporations, lnClud-
ing power 10 contract, sue and be sued III
lis corporate name; to make and use cor
porate seal. and the same TO break and alter
al n bDl
vcy, mortgage hypotheCate and pledge prop
erty. real and personal; TO issue bonds,
notes and other obligations; 70 have and
employ managers directors, officers, agents
and other employees as the interests and
soryeuienceS Of the corporation may require
and L, make and establish such committees
and TO create such bylaws, rules and regu
IatiouS ilr the corporate management and
for control OF the affairs Of said corporation
as may be deemed necessary and eNpedlcnt
The domcile OF the corporation snail &c
the City Of New Orleans. State OF LOU slana
citation and other legal process shall be
served on the President, or in his absence, or
inability to act from any cause whatsoever
upon a Nice-President or the Secretary
Treasurer.
That Article II is amended to read as fol,
lows:
ARTICLE 1.-THE objects and purposes OF
this corporation are to engage in trade and
commerce in all its forms, shapes and phases
10 import and export; to deal and operate
at wholesale and retail, as principal, agent
on commi ssion or otherwise; to sell proven
les food. feed stuffs, liquors, fish, oysters
fruits, vegetables, syrups and beverages, and
| in brief, to produce, acquire, handle, trade
| in and sell all goods, wares, and merchan
| disc OF every description; 10 acquire the
good will or business of other persons OF
| corporations; to have, hold, acquire. possess
| sell, let, ALLEVIATE or transfer trade mark:
and patents and patent rights, privileges and
| inventions; to hold stock in other corpora
| - nd Of 10 q
| State Of Louisiana and the United States
and generally 70 do and perform all things
| needful, necessary, proper or useful tor tht
accomplishment Of the purposes of the cor
poration. the whole in the State of Louis
| lana. the States. Territories, and Possession:
OF the United States, and in foreign States
| and Territories, with the right to have OF
| fees and places of business and agents and
! representatives in any and all OF the same
That Article III is amended TO read a!
| follows:
ARTICLE III.-The Capital Stock of thi'
Corporation is fixed at One Million Dollar!
divided into ten thousand shares OF the pa
value Of One Hundred Dollars each, thu
whole of which was duly issued under tht
| original charter and under an increase of thu
capital duly authorized by the stockholdert
and hereby ratified and confirmed.
The Capital Stock may be increased Il
| Two Million Dollars.
! The Capital Stock of this Corporation i!
issued and held under the irrevocable agree
ment, contract and condition that the holderi
| of the majority of the stock now or hereafte
| issued and outstanding may at all time'
| during the life of this Charter acquire anC
purchase the share or shares held by tn,
minority stockholders or by any individual
| holder thereof at the price OF One Hundred
| Dollars per share, to which shall be added
| to pro rata share Of said stock in the Sur
plus Account, and Undivided Profit Ac
| count OF the Corporation as shown by TIT
last audit, which shall be the book valu
| of the stock and the sole and only evidenc,
| to be considered The Surplus and Undi
rate accounts. The pro rata of each shar
| of stock shall be estimated by dividing TIL
| total number of shares issued and oustand
ing into the balance to the credit of SAT-
| tanned plus the sum of One Hundred Dol
lars aforesaid shall be the total value an
price of said stock; all of which amount
shall be payable in cash within thirty day
after written notification of the exercise o
| this privilege. The stock shall be take
and the books Of the Corporation shall b
audited of January lst and July LIST o
each year and as soon as possible after tn
expiration OF said date. No sale trans
fer of the stock shall be recognized by tn
Corporation unless and until it shall hav
| been first offered in writing to the Corpo
ration at the price fixed in the preceding
paragraph for the use and benefit of othe
| stockholders, who are hereby granted tn
| absolute first right and privilege to purchas
same at the price stated and to accept (whic
shall be in writing) and pay therefor With
thirty days after such offer shall have bee
made. The right and the rights conferre
in this Article of the Charter shall folio,
| the stock into whatever hands it may &c
Failure of the holder or possessor of tn
certificate of stock to produce or delive
same shall authorize the Corporation to re
ceive in trust the price thereof, to canoe
such outstanding certificates on the book
of the Corporation and issue new certificate
therefor. The stock so purchased shall b
divided among the remaining stakeholder
as may be desired by them, and in defaul
of agreement, in proportion to their seyera
holdings and upon payment of the pric
thereof
Upon the death of Mr.. II. Thorn. Cottan
while owning or holding Fifty-one per cen
of the entire stock issued and outstanding
the business of the Corporation shall continu
and the holdings of H. Thorn. Gotham shall
remain unchanged up to the period of til
next audit, and the right is vested in hi
| succession, executor, administrator, heir o
universal legatee to dissolve and liquidat
the Corporation at any time after one yea
from his death unless the surviving stock
holders shall within ninety days from IN