The herald., 1919-07-17
CHARTER.

the stipulations hereinafter set forth.
ARTICLE 1.-The name and title of this
corporation shall be: Spear Julip Company
Inc
ARTICLE Is.-The purposes for whic,
this corporation is formed are: To acquire
Trade Marks and all rights appertainln:
thereto used in the sale OF mona alcohol,
beverages and particularly all rights to tht
Trade Mark and formula of Spear Julp from
its owner.
To make, mix and place in merchantablt
condition in bottles, barrels and other con
tainers Spear Julip and other non alcoholic
beverages.
To sell and dispose, in proper and legit
mate ways, to the best advantage OF the cor
por ton, of all its products and TO carry or
such other business as will be compleme tar y
or incidental thereto and as is generally en-.
gagged in by corporation OF this kind, pur-
suant to law.
ARTICLE III.-The capital stock OF this
corporation is fixed at Five Thousand Dol
lars, divided into Two Hundred Shares OF
twenty-five Dollars each, to be paid for IN
cash or its equivalent in property. No cer-
tificste of stock shall be issued unless II
is fully paid for in cash or its equivalent
in property, purchased or leased; and no
stakeholder shall ever be held liable or re
sponsibe for the debts, contracts or fault or
faults of this corporation in any further sum
than the unpaid balance due the corporation
on the shares of stock subscribed for by
him; shall any mere informality in the
organization have the effect of rendering
this charter null or exposing a shareholder
to any liability whatsoever; nor shall the
stock be subject to assessment. Over fifty
per cent of the stock of this corporation is
herein subscribed for by the incorporators
and paid for by the incorporators. All
capital stock of the corporation must be sub
scribed and paid for in cash property pur-
chased or leased by the expiration of twelve
months from date of this charter. No trans.
fer of stock shall be binding on this corpora
ton until the original certificate has been
properly endorsed for cancellation, surrend-
cred by the holder in whose favor the stock
was issued, or in like manner endorsed and
surrendered by his duly authorized agent
and upon receipt of said certificate the Sec
rotary shall be authorized to cancel same
and to issue new one representing the
same number of shares in lieu thereof.
ARTICLE IV.-The capital stock of the
corporation may be increased to Ten Thou
sand Dollars by amendment to its Charter
and divided into shares of the par value of
$500 each. The domicie of this corpora.
ton is fixed at New Orleans. Louisiana, U.
5. A, where all citations and other process
shall be served the President, or in his
absence on the Vice-President, and in the alb
sence of both on the Secretary, or as the
law directs. All meetings of the stockhold-
ers or directors must be held at the domicile
of the corporation and in its principal office
there; provided, that with the written con-
sent of all Directors valid meetings of the
Directors may be held outside of the State
or within the State. elsewhere than at
its domicile.
ARTICLE V-This corporation shall en-
dure for a period of ninety nine years and
enjoy the right of succession.
ARTICLE VI.-The corporate powers of
ercised by a Board of Directors composed
OF three stockholders two of whom shall
constitute a quorum for the transaction of
business, except that the officers of this
corporation shall have and exercise the
powers granted to corporate officers by
Section 10 of Act 267 of 1914. Until the first
Monday in January, 1920, the following named
persons shall constitute the Board of Di-
rectors for this corporation, to-wit: Joseph
New Orleans; and Charles W. ?'0 Bosch Sii'
address ol6 Valence ST., New Orleans;
and Anthony P. Kennair, address 423 South
Gayoso ST., New Orleans. Thereafter the
Directors . shall be elected annually on the
and officers of this corporation shall hold
office and continue to serve until their sue.
cessors have been elected and duly quail.
fled The Board of Directors shall by
crease the number Of Directors and elect
new Directors to the places created, provided
the maximum number of Directors of the
corporation shall never exceed seven. Any
stockholdsr may be eligible for membership
on the Board of Directors who owns one
share OF stock in the corporation, in his own
name and unpledged. The stockholders shall
elect Directors at their annual meetings by
ballot and each stakeholder shall be Ell.
titled to one vote for each share of stock
standing in his or her name on the books
OF the Corporation, the vote to be cast in per-
son or by proxy; and it shall require a ma
Jo1lty ct the stock present to elect.
- Inc Board OF Directors shall hold regular
as may be fixed in the bylaws of this cor
poration. The meetings shall be held at
the domicile of the corporation or as pro.
Eded in Article ~ of this charter but the
President may call special meetings of the
Board of stockholders as he may deem adj
Visable, and he shall be required to cali
such special meetings whenever requested
fourth OF the capital stock of the corpora
lion. Three days notice of such special
meetings shall be given in writing by mail
% the address of each director, unless
directors, but no general waiver shall be
6egai. ANY vacancy occurring on the
Board, or in any office shall be filled bv
ne Board OF Directors at its next meeting
aiter such vacancy has occurred. The first
board of Directors shall and is enjoined to-
iraft and adopt a suitable set of bylaws
or the government of the corporation which
nay be altered, amended or changed as the
'u spTsS, Of the he, Corporation may require.
,or. n;ir.LE Tl.-Ihe officers of this cor
and Secretary and Treas |
lrer each of whom shall be a stockholder. |
s required to be Director The office of |
'ecretary and Treasurer NAV be held nv the
anne person. The following persons shall
e officers until the meeting of the stock
olders to be held on first Monday of Janu.
ry, ls0: Joseph s. Wnson, President, ad.
r gess N2 N: Scott St.. new Orleans; Charles
'. boscn, Vice President address 6l6 Val
nee St, New Orleans, and Anthony P. Ken
AR, Secretary and Treasurer. address 423
. Gayoso St. New Orleans, La.
ARTICLE vIII.-This charter NAV he
mended, modified or altered, the capital
lock increased. not to exceed the maximum
xed in Article Nv Of this Charter, or the
operation dissolved by the assent of three.
'urths OF the holders of the stock issued at
general meeting or a special meeting of
locknoiders OF which notice has been given
iirty days prior to the meeting, in writing,
copy OF which shall be mailed to the ad-
ress OF each stakeholder and after publica-
on OF such notice for thirty days in
ally newspaper published in the CITY of
ew Orleans and upon complying with the
,squirements OF law in such cases provided
he notice to stockholders may be waived
writing, provided it be signed by all
'oekholders of the Corporation, but no gem
raj waiver shall be legal
ARTICLE IX.-The Board of Directors
hall have and be vested with the corporate
'wers of this corporation. The Corporation
1alI have succession by its corporate name
n " years; to sue and be sued by its cor
'rate name in any Court of competent jur.
diction: to make and use CORPORATE seal
nd the same to alter at pleasure: to &C.
iire property by grant, gift. purchase; to
ase, hold. and dispose of and to mortgage
nd pledge the same, subject TO limitations