The herald., 1919-07-31
CHARTER.
CHARTER OF L. N. COHEN COMPANY,
INCORPORATED.

OF the month OF june, in the year OF Oui
Lord, One Thousand, Nine Hundred and
Nineteen and of the independence of the
United States of America the One Hundred
and Forty third. Before me, Herman L.
Barnett, Notary Public, duly commits
stoned and qualified, in and for the Parish
of Orleans, State Of Louisiana, therein re.
siding and in the presence OF the witnesses
hereinafter named and undersigned, person
ally came and appeared the several persons
whose names are hereunto subscribed, all OF
the full age of majority, who severally de-
clared to me, Notary, that availing themselves
Of the laws of the State of Louisiana, in
such cases made and provided, and more par
ticularly of Act 267 of the General Assembly
of the State of Louisiana of 1914, relating
10 the creation, organization and formation
of corporations, they have covenanted and
agreed, and by these presents do covenant
and agree and bind themselves. as well as
all such other persons as may hereafter be-
come associated with them, to form cor
poration for the objects and purposes and
under the articles and stipulations follow
ing, to-wit:
ARTICLE 1.-The name and title of this
corporation shall be. L. NJ, Cohen Company,
Incorporated, and under its corporate name
it shall have power and authority TO have
and TO enjoy corporate existence for a period
OF ninety nine years from date hereof un-
less sooner dissolved by liquidation other
wise; it shall have power to contract, to sue
and TO be sued, to make and use corporate
scar ana 70 after ana Drcak same at pleasure I,
to hold, release, receive, purchase, transfer,
assign, convey, mortgage, hypothecate,
pledge or otherwise receive or dispose of
property, real, personal and mixed, corporeal
and incorporeal; to issue bonds and If de-
sired, TO secure the same by mortgage; to
buy and hold stock in other companies in
cident TO the objects and purposes or to
the expansion of the business interests of
the corporation; to name, elect and appoint
such managers, agents, directors, or Of
20 h.C,nA .rta
quire and to make and establish, alter and
amend, its bylaws. rules and regulations
for its proper government as may be deemed
necessary and proper and generally to do
any and all things incident to or necessary
and proper for the extension of the bust
ness in which the corporation is engaged.
ARTICLE u.-This corporation shall be
domiciled in the City of New Orleans, in
the State of Louisiana, and all citation or
other legal process shall be served upon the
President of the Corporation and in the
event of his absence upon the Vice-President
ARTICLE III.-The objects and purposes
for which this corporation is organized and
created and the nature of the business to be
carried on by it are declared to be as fol-
lows: To engage in and carry on the gen.
eral business of importing and exporting
goods, merchandise, raw products, live stock
and in fact materials, objects and property
of all character and description. To nego-
tate, make, effect and execute, covenants
agreements, contracts or obligations of all
sorts and character for itself or for others
covering or relating in any manner to the
importing or exporting of goods and prop
erty of every description character. To
act as freight forwarding agent and to carry
on a general ship brokerage business. To
buy, sell, lease, charter, rent, hire, for it.
self or for others commission or other
wise and to enter into and execute any con-
tract agreement whatsoever relating to
vehicles of all sorts and character utilized
in the transportation Of goods and property
OF every description and character by water,
land or air. To engage generally in
manufacturing business of any nature what
soever. To engage in foreign as we'll as
domestic commerce and in fact to carry on
any of the businesses aforesaid in the United
States or foreign countries
To conduct and carry on such other bust
ness as may be found necessary convenient
for properly alternating the aforesaid pur-
poses or enhancing the value of the proper
ties, rights and privileges of the corporation.
ARTICLE IV.-The capital stock of this
corporation is hereby fixed at the sum of
Seven Thousand tS,0OoOO) Dollars and shall
be divided into and represented by Seventy
shares of the par value of One Hundred
$lO000) Dollars each. Said stock shall be
paid for in cash or its equivalent as pro-
Uded by law and in such manner and at
such time and in such installments as may
be prescribed by the Board of Directors
This corporation shall become a going
concern and shall be authorized to commence
business when Thirty Five Hundred Dollars
SS3,SO.0O of its capital stock shall have
been subscribed for as provided by law. and
when Three Thousand ($3,0000) Dollars of
the capital stock shall in Iact have been paid
Tor either in cash or its equivalent.
ARTICLE V.-The capital stock of this cor
poration may be increased to the sum of
FIFTY Thousand ($SQ0D0O Dollars by
two-thirds vote Of all the stock present or
represented at a special meeting called for
that purpose, or at a regular annual meeting
of the corporation.
ARTICLE W.-Au certificates of stock
issued by the corporation shall be signed
by the President and countersigned by the
Vice President or if authorized by resolution
OF the Board OF Directors shall be signed by
the President and counterslgned by the Sec
rotary and Treasurer. The stock of this
corporation can be transferred only on the
books of the corporation and subject to such
regulations and formalities as may be by
the Board OF Directors from time to time
prescribed No stakeholder shall be per-
stock without first offering the same in
writing to the other stockholders through
he Board OF Directors at a price not exceed.
ing the book value thereof and the stock
holders shall have an option and first right
to purchase all the shares of stock to be
thus disposed of by sale of by the death,
; resignation or otherwise of any of the stock.
holders OF the corporation, and shall have
period OF ten days in which to accept or
j decline such offer of stock.
Should the Board of Directors or the stock
hoiders decline to purchase said stock then
the stakeholder or stockholders who made the
offer to sell or otherwise dispose of the
stock may sell or otherwise dispose of II in
any manner and at any price that he or
they may see fit. But each share of stock
IS issued under the condition and understand
sng that no stakeholder shall make sale
or transfer OF his stock in violation of this
provision; and such sale or transfer il made
shall be void and this Company shall be
under no obligation to list said stock on
IT'S books or to regard the holder of the
ARTICLE VIL-The corporate powers of
this corporation shall be vested in and ex.
ercised by Board of Directors composed of
three stockholders, two of whom shall con-
stitute quorum for the transaction of
business The Directors of this corporation
may vote In person or by written proxy at
any OF the meetings of the Board of Direc.
tors ana the Board of Directors NAV dele
ss.e any OF its powers to any officer or of.
neers or any other representative of the
effect. u'''"S 10 tha'
The first Board of Directors of this
company shall be composed of the follow.
ing: Louis NJ Cohen, Morris B. Redmapn.
ana william ]. Guste. all of New Orleans,
La' with the following as officers: I,ou;s
M Cohen, President; Morris B. Redmann
vice President, and William ]. Guste. Secre,
tary and Treasurer
And they shah serve until the fourth We'd.
nesday in June. 1919, or until their sprces.
sors are elected and qualified The Dire.