The herald. [volume] (New Orleans, La.) 1905-1953, 1919-05-08
CHARTER

tI5n or BODY polite in law, for the objects
and purposes and under the agreements and
stIpuiations following to-wit:
ARTICLE I.-Th name and style OF TINS
corporation shall be, Schulze Stamp and
Stencil Co., Inc, and under that name II
shall have and enjoy all the rights, PRIV
leges, and advantages granted by law TO
corporations; it shall exist for the period
Of nincty-nine years from this day; it shall
have the power to contract sue and be sued
in its corporate name; 10 make ana use
corporate seal; and the same TO break or
alter at pleasure; TO hold, receive, PURCHASE
convey, mortgage, hypothecate pledge
property both real and personal; to issue
bonds notes and other obligations or nego'
table instruments; TO have and employ such
managers, directors, officers, agents and
other employees as the interest and con-
veuience Of said corporation may require or
demand; to make and establish such by
laws rules and regulations for the corporate
management and control OF the affairs OF the
corporation as may be deemed necessary and
ARTICLE 1.-THE domicile of said cor.
poration shall be established in the city OF
New Orleans, State OF Louisiana, and all
-ita,ion and other legal process shall be
served on the President, in ms absence, on
the e-Presideut and in the absence OF
both, on the Secretary Treasurer.
ARTICLE III.-The objects and purposes
for which this corporation Is organized and
The nature OF the business 20 be carried on
by II are hereby declared to be- TO manutac-
ture, deal IN and sell rubber stamps, stencils
seals dies, inks and other things md wares
Of similar character, and generally TO do
and engage in any other business, under
taking ~ enterprise connected with, growing
out OF, germane or incidental to any Of the
objects and purposes hereindDoye set loTth VI
contemplated bv tins charter
ARTICLE IN.-The capital stock OF th's
-srpora.igu Is fixed At the sum OF FIVE Thou
sand Dollars, divided into nifty shares OF ne
par value of one hundred dollars each. 40
transfer OF stock shall be binding upon lAG
corporation unless made upon its books, ano
all certificates OF stock shall be signed by
such officers as may be designated by the
Board Of Directors. This corporation SAdiI
have the right 10 increase its capital STOCK
Z, the further sum OF Twenty thousand Dol
lars. to be divided into shares OF one hun
bred dollars each, provided said increase IN
the capital stock shall have been authorized
by the stockholders at a meeting to be heId
pursuant to the provisions OF Article OF
this charter.
ARTICLE V-All the corporate powers OF
the company shall be vested in. and the
management and control OF its affairs shall
be exercised by Board OF Directors com
posed Of SIX stockholders, the membership
Il which may be increased 10 a number not
exceeding four by the Board OF Directors a.
any of It's regular meetings. majority OF
the directors shall constitute 4 quorum 10Y
the transaction OF all business. lhe dlrec
tnrS shall be elected annually by ballot, Oh
the first day in March in each year. Zach
stakeholder shall be entitled, in person or
by proxy, to a vote Aor every share owned
bv him and all elections shall be held under
such rules and regulations as may be de
rernined by the Board OF Directors. after
fifteen DAYS notice by mail of such election
shall have been sent to each stockhOider al
his last known address. The directors thus
elected shall continue in office for one year
Or until their successors have been duly
elected and qualified. No failure 10 elect
| shall be regarded as a forfeiture OF TN
| charter. Any vacancy occurring on sag
board shall be filled by the remaining di,
rectors for the unexpred term; the saiG
board shall likewise elect the additional
| members in case they should deterpne to
| increase the number OF SAID board S4!u
| board shall. at its first meeting AFTER us
President, a Nice-President, Secretary ana
| I Treasurer Said Board o: Directors
! shall have the right to appoint and dismiss
| such clerks. managers and other EN-
poyees OF the corporation as conditions may
| Justify or the business OF the corporation
| NAV require. The tenure OF office OF an
| the employees OF the corporation snail De
during the pleasure OF the Board OF DiteG
tors Any OF the directors or Officers snal
| have the right TO appoint, by written insuu
| ment another director or stockholder TO acl
| as his proxy and in his stead at any anc
all meetings OF the Board OF Directors.
| ARTICLE Vino sale or other tfanslFi
| NJ shares OF stock in this corporation shal
be valid until and unless the opportunity
has been first afforded the shareholders OF
| record at the date OF such transfer, SAFE OF
| other alienation, to purchase such STOCK a
book value plus ten per cent, the value t'
| he ascertained in the manner herein SUP
| scribed The right TO acquire sald stoeE
hereby first vested in the other stockhoider'
| of record shall follow the stock INTO any
| hands 10 which it may pass and may be eX
| e~cised against the holders thereof within
| fifteen DAYS from the time any sale o
/ transfer thereof has been offered to. be en-
1 tered on the books OF the corporation 1
shall be the duty OF any holdeI 81 st :" eli
I his corporation who intends or desire TO sen
| transfer ALLEVIATE or otherwise dispose
the same to give fifteen days notice o
such intention or desire to the BOARD .
Directors of the corporation, VINO are neIe
Inv constituted agents of the other stock
holders for the purpose OF such notice. an
said board of directors shall give lmmediao
information thereof, IN writing, TO an IN
other stockholders Of record. Before the eN
piration of the fifteen days from the recelp
r Of said notice by the board OF directors, an
Shareholder of record may offer to purchast
and may acquire the right TO purchase sai
| stock by notifying the board OF directors /
! writing and thereafter shall deposit the pric
. of said stock in cash with the Corporate
. | ON or before fifteen days from the date las
2 mentioned. Upon receipt OF the first mer
: toned notice, the board OF Directors sna
n advise the person owning sara saosN ar
agent or representative, TO JON SAID Doar
4 | in fixing the value of said stock, whieh Valu
: shall he established on the basis of the las
| annual or semi-annual statement or repor
NJ the corporation and the last monthly tria
balance preceding the date OF such notice
and to the value thus found and estaDlshe
r there shall be added ten per cent, and IN
sum thus found and established shall cor
i stitute the value and price oftsald stock.
IL If within twenty-fOur hours after such nc
! tice, the owner, his agent or representative
does not ioin with the board IN establish
ing the price or value OF the stock, IN
board may proceed without further delay
fix the said value, using the report an
; trial balance aforesaid for that purpose
| which writings are declared to be concluslv
| evidence for and against all parties IN IN
, terest in the premises, whether the value
establi shed by the joint act OF the owner
i | his agent, widow, heirs or representative
or by the board of directors acting IN defaul
| of the cooperation of said person or persons
| Upon receipt of the offer acceptance o
any shareholder to purchase said stock an
| upon obtaining guarantee satisfactory TO sal
| board for the price thereof, the board OF di
rectors shall thereupon give notice thereof t
| the owner of the stock, his agent or represen
tative, and before the expiration OF the perio
Of fifteen days aforesaid, shall call in tn
| certificate or certificates representing sue
| stock and pay TIE price or value thereof an
cause the same to be transferred on IN
books to the purchaser The preference op
ton and right to purchase heretofore veste
by paragraph first in the other shareholder
| shall exist in full force and effect in thei
favor oacqure the shares of stock OF tn
deceased stakeholder, and the formalitie
tions, stipulations and delays hereinabov
established in said paragraph shall apply 1
| all respects TO the procedure to be above
| in case Of death mmediately upon recelp