The herald., 1919-06-05
CHARTER

| the purpose OF such notice, and SAID board
| of directors shall give immediate informa-
| ton thereof in writing to all the other stock
holders of record. Before the expiration OF
| the fifteen days from the receipt OF SAID
| notice by the Board of Directors, any share.
| holder of record may offer to purchase, and
may acquire the right to purchase said stock
| by notifying the Board Of Directors IN writ
| ing and thereafter shall deposit the price
| of said stock in cash with the corporation on
or before fifteen days from the date last
| mentioned.
Upon receipt of the first mentioned no
tice, the Board of Directors shall advise the
person owning said stock, his agent or rep
resentatve, to join said board in tiXIng the
value of said stock, which value shall be es,
| tablished on the basis of the last annual
| or semi annual statment or report OF the
corporation and the last monthly trial pal,
| ance preceding the date OF such notice, ana
| to the value thus found and established
there shall be added ten Q0Go) per cent, ana
| the sum thus found and established shall
| constitute the value and price OF said STOCK
| If within twenty-four hours after such no
tice the owner, his agent or repTesenIt:a{{ive
does not Join with the board in establishing
| the price or value of the stock the BOARD
may proceed without further delay to TX
| the said value, using the report and trlal
| balance aforesaid for that purpose, winch
| writings are declared TO be conclusive evil
| dence for and against all parties IN interest,"
| in the premises, whether the value is estao-
| lished by the joint act OF the owner, ms
| agent, widow, heirs or representatives. Tt
| nv ehe Board of Directors acting IN default
| Of the cooperation of said person or persons:
! J-pon receipt of the offer or acceptance OF
any shareholder to purchase SAID STOCK anu
upon obtaining guarantee Satisfactory ~
| said board for the price thereof, the Board
| of Directors shall thereupon give notice
| thereof to the owner of the stock, his agent
| or representative and before the expiration
| of the period of fifteen days aforesaid, snall
call in the certificate or certitkates repre-,
| nd
| value thereof and cause the same 70 nc
| transferred on the books to the purchaser
| The preference option and right to purchase
heretofore vested by paragraph first IN tIe
other shareholders shall exist in full force
and effect in their favor to acquire inc
shares OF stock OF the deceased stockhoider'
| and the formalities and course OF procedure
the terms, conditions, stipulatlons and delay ;
hereinabove established in said paragraph
shall apply in all respects to the procedure
to be allowed in case of death. Immediate
" upon receipt of information OF the death
| of any shareholder, it shall be the DUTY
| Of the Board of Directors to cause the nee
| essarv steps to be taken to carry out and
enforce these provisions. .,
| The preference, option and right OF purchase
hereinabove established shall run IN favor
of each shareholder OF record Tor ms g gils
share in proportion to his existing holdings
in the stock. but should any shareholder
| fail TO exercise his right in this regard ms
| right shall pass to and be absorbed oy enc
other shareholders, provided that the owner
his widow heirs or legal representatives,, as
the case may be, shall not be Obliged 10
deliver said stock unless the offers to pur-
chase the same shall include and cover the
/ entirety of the offerings under paragraph
| first or all of the offerings under paragraph
! second All certificates OF stock shall bear
upon their face a brief reference 10 inc
! rights herein established in favor OF the
stockholders. tt,
L.
| tracts. faults or debts of said corporation
| nor shall any mere informally in ITS orgd-
| nization have the effect OF rendering thlS
charter null. or of exposing st0ckholder 70
any liability beyond the unpaid balance que
on the shares owned by him..
| ARTICLE VIII.-This : I OF incorporation
NAV be changed, modifief or altered, or I'M $
corporation may be dissolved with the assem-
of the stockholders owning two-thirds OF an
the stock of the corporation, at genera
meeting convened for that purpose, ana aitet
| at least ten days notice OF this meeting mas
been given, in writing, through maii' al
dressed to each stockholder; al ms Iis
known place of residence In case OF ais
solution, by the expiration OF this charter OF
otherwise, the stockholders shall elect three
liquidators from among their numper' 10 ~
quidate and settle the business ana al
fairs of the company. In case OF dlsaolllty
of any one of said commissioners or iiqui
dators the survivors or remaining llqul
dators shall appoint successor 10 MIN. Ing
said liauidators shall have fuil power g
settle said company's debts, and DIVIDE tnt
remaining money and property among tnt
stockholders They shall also have power
to meet and act under the bylaws OF t1'
corporation and under regulations to De maze
NV a majority of said liqudators; 10 III
~. nice and prescribe the terms of sale o.
said property and the manner IN wich th'
sale Shall be made, and to take notes. en'
bonds, secured by mortgage or otherwise 10
part of the purchase price Tor all OF a.. an
| der
| the rights herein conferred upon the liqulda
I tors NAV be modified, changed or denied D;
, a majority of the shares of the capitai stoci
of the corporation. The said liqndaior
| shall have authority to sue for and recoVe
the debts and property in the name OF m
{ cnr,oration and may be sued by the sam
name. and they shall be liable in solido I
anv creditor or stakeholder for the NOME
and property to the corporation nes Wn, as Ii
ouidators and for the proper application an
S distribution thereof. .,x =
i ARTICLE IX.-The entire capital stock Q
a this corporation has been subscribed al "a
!, time OF the signing of this charter as foi
!, lows: Mrs. Simon Segari, whose address
a oano { Carrollton Avenue, New Orleans La
!. seven hundred and fifty shares; D SIMON - =
4 Segari. whose address is 10 City Park nov
New Orleans La th hosso hunffes sesar. who's
= address ;s 1921 Sycamore Street, New vi vi
ins tt three hundred and seventy-tiV
ARTICLE X-Until the election 10
: held in March, 1920, the following shall con con
. nt;t,,,e the first Board of Directors, VIZ; Jos
l enb T Segari. President; Mrs. simon Seg S
. We We President and Mr.. Simon A. Segari' oe'
!; Thus done and passed in my office on IN
4 dav4 month and year. first above writ.ei
y in the presence of Joseph L. Weiss an
4 George A. Dreyfous. competent witnesses
!, who have signed with the appearers an
q ME- the Notary. after reading the whole.
{ Witnesses: J. L. Weiss, Geo. A. Dres
Original Signed Jos. 7; segari, ereS
: dent: Mrs. S Segari, Vice-President; D.
: segari' FELIX j. DREYFOUS:
& Notary Public.
e 7 the undersigned. Recorder OF Mortgage
i in and for the Parish Of Orleans, state
+ ouisiana. do hereby certify that the aoov
= and foregoing Act of Incorporation OF IN
+ &c Segari and Co., Inc" was THIS a., "a
: duIv recorded in my office in BOOK i=-
a EMILE 7. LEONARD, Dy X
!. A .r,. coov from the original act
y FELIX J. DREYFOnS;
= Notary Public.
l. Nav IS to June 10, Inc.